TMNT 2012: A New Galaxy
by Calmoose415
Summary: The Earth is gone, destroyed by the evil Triceratons with the invincible Blackhole Generator. But with the help of the Fugitoid, the Turtles, April, and Casey are about to go on a grand adventure in a galaxy far far away.
1. Beyond the known universe

**Hey guys! Calmoose here! Just wanted to let you know that I will be alternating between this new story and my TMNT/LBT crossovers. Also, this is going to an au of the Star Wars universe that will most likely take place a few years after Return of the Jedi and may also include other characters. So enjoy! And please, no flames.**

**I don't own TMNT or Star Wars.**

Chapter 1: Beyond the Known Universe

Leonardo couldn't stop looking out the port hole in the ship's bridge. The Earth was gone. Destroyed by the ruthless Triceratons using the Heart of Darkness.

The Triceratons, a race of aliens from across the galaxy, invaded Earth. They had wanted to wipe out their ancient enemies, the Kraang. So they unleashed a black hole weapon that destroyed both the kraang and their secret hiding place, Earth. And the Turtles had lost everything. They lost their friends, their allies, even Master Splinter. But they were only saved at the last second by a mysterious robot called the Fugitoid.

Fortunately, Leo was not the only one who survived the destruction of the Earth.

First and foremost were his three younger brothers; Donatello, Michelangelo, and Raphael.

Then there were their human allies; April O'niel and Casey Jones.

Meanwhile, the ship's owner, the robotic being known as Professor Zayton Honeycut, or better known as the Fugitoid, worked and typed on various consoles throughout the bridge while everyone else, the sole survivors of Earth, were still in a traumatic state of shock. They had lost everything they'd known and loved to the Triceratons, and it was all because Shredder had decided that his own vendetta mattered more than the destruction of the Earth. It was deathly silent as everyone sat in various places throughout the bridge, some trying to find any sense of comfort with each other as they were pretty much all they had now.

Finally, Leonardo stood up and spoke, "Alright, you!" He said with a small growl, "Just who are you and what just happened?!"

"This has to be some sick joke, right?" Raph questioned as he came up to the Fugitoid. "Right?!" He shook him by the shoulders only for Honeycut to slap him across the face.

"Calm down, Raphael. First things first, I have a job to do." He said as he walked towards the center of the bridge.

"That's not good enough, where are you taking us?" April questioned sternly.

"All questions will be answered in time!" Fugitoid insisted as his robotic body was covered up in machinery, "Hold onto something!"

Lights on the bridge began to turn on as the ship suddenly rocked and powered up. A bright light formed around the outside of the vessel as everyone was rocked where they were standing.

"Too late for that. Apologies." Fugitoid commented.

"NOT COOOL BRAAAH!" Mikey screamed as the ship entered a tunnel of multiple lights and colors.

Everyone on board screamed and tried to hold onto each other as multiple things passed through their field of vision aside from all the colors. They saw what they just saw recently with the Earth being torn apart by a black hole, only in reverse as it seemed like the whole universe was being rewound like a video tape.

Finally, everything came to a halt as the group was now on their hands and knees, trying to regain their bearings.

"What just happened?" Raph groaned, "Are we still alive?"

"That was so fun!" Mikey exclaimed happily. "Just like the Triceraton brain thingy! Can we do it again?"

Donnie would have rolled his eyes, but once he did, he happened to gaze out the window to see something that almost made his eyes pop out of their sockets.

"Uh, guys.."

The Turtles, April, and Casey stood up as they could not believe what they were seeing now.

"It... can't be.." April breathed in shock.

"It's... it's the Earth!" Leo exclaimed.

It was true. Just outside the window was the very Earth itself, completely intact.

"I-I think we went back in time." Donnie said, walking up to the front window. "About six months based on where the Earth is and its revolution around the sun."

"Six months?" Leo asked. "So that means... everyone's back?" He said, a wide smile growing on his face. "Including Master Splinter?"

"Yes, but only for six months." The Fugitoid stated. "And then the Earth is doomed once more, apologies."

"I think I get it," April said, catching on, "Since we're in the past, we can stop the Triceratons before they get the chance to use the Black Hole Generator on the Earth!"

"So we've got a chance to save everyone!" Raph exclaimed.

"Indeed." Fugitoid confirmed as he walked up to the main screen/window and began to show holographic data to illustrate the situation. "The Triceratons at this time are searching the galaxy for the three fragments of the Black Hole weapon. Many years ago, the Utroms broke the device into three pieces, hiding each fragment in the safest parts of the universe. We must find them before the Triceratons find the fragments and reassemble them." He explained.

"And if we mess up, we just time jump back, right?" Mikey asked.

"No, no, no, no." Fugitoid contradicted, "A black hole prevents localized time travel because even time is subject to its attraction. If we fail, Earth is lost forever."

With that statement, the group turned serious. They had one opportunity to save their planet. And if they couldn't, there would be no do-overs, no repeats, nothing.

Fugitoid's robotic face then brightened, "But on the plus side, whoever gets a second chance, eh?"

"So, why do you care alien-robot-dude?" Casey questioned skeptically, "Why are you helping us?"

"Yeah, who are you anyway?" Raph also questioned.

"My name is professor Zayton Honeycutt. I'm a friend of the Utroms, it was Bishop who sent me."

"Bishop?" Leo questioned in surprise. "You mean that good kraang who warned us about the invasion beforehand?"

"That is correct, Leonardo." Fugitoid confirmed. "And plus, I've always wanted to see Earth. By the way, have I mentioned that I am both a scientist and a-" His body then suddenly began to glitch up a bit. "A cyborg? Observe."

His head opened up, revealing a humanoid brain which hovered in front of the group who looked in surprise.

Mikey and Casey actually looked pretty amazed at the sight of the only organ the Fugitoid had.

"Dude, I wish I was a robot with a human brain!" Casey said.

"Ooooh.. what if we had robot brains?" Mikey excitedly asked as he and Casey began to make robot imitations, much to the group's annoyance.

"I wish you two had normal brains." Raph groaned as April facepalmed.

"Uh, Professor," Leo spoke up, getting Fugitoid's attention. "Don't we still have to stop Triceratons right now?"

"Oh, right, of course." Fugitoid, his brain going back into his head as he stood up and walked over to his station once more. "Everyone hold onto something... again."

As the ship began to start up, everyone tried to hold onto something that was attached.

The Ulixis powered up and jumped to light speed far outside the solar system before stopping and moving at a cruising speed. Now that everyone wasn't so depressed and had their sense of hope restored, they could actually take in the beauty of space. It was a rather beautiful sight as the stars shined like diamonds in the emptiness of space, passing by several multicolored planets very different from their own.

"Wow. It's so incredible." Leo breathed.

"Look at that," April said in awe, "Are those comets?"

"So awesome!" Mikey added.

"Wondrous is it not?" Fugitoid began. "Titanic gas giants, neutron stars on the verge of collapse, swirling cloud nebulas where baby stars are being born."

"Aww," Mikey gushed. "Baby stars are so cute."

However, the entire ship jarred and shook, causing the group to stumble.

"Uh... Professor?" Donnie pointed to the front window where the on-board computers made damage assessment and pointed out some damage on the ship's outer haul.

"Awww, beep! Wonderful!" Fugitoid groaned. "Could you please assist me in damage assessment, my friends? I've got plenty of space suits to wear down in the storage room."

Mikey gave an audible gasp. "Space suits?!"

* * *

The group was led to a lower part of the ship where they gazed in amazement at the large assortment of space suits, tools, and weaponry that lay before them. Their looks of shock and excitement could not be described in mere words.

"Dudes, I think we just hit a level nine booyakasha!" Mikey exclaimed excitedly.

"No way!" Raph breathed as the group ran in to get a closer look at the equipment.

"Amazing!" Donnie geeked out as he began to grab just about everything from the shelves. "This is like a full on geek explosion!"

"My Space heroes Fantasies are all coming true!" Leo marveled with a grin big enough to split his face as he immediately began to put on some space gear.

"Down here, we have astro-suits equipped with oxygen converters, gravity boosters, and even alien language translators." Fugitoid explained as the group quickly got changed into their new suits.

Each of the Turtles wore what appeared to be space-armor that covered most of their bodies, any part that didn't appeared to be covered was actually protected by an invisible shield if they entered space or any other hostile environment. Inside each of their helmets, the Turtles had a glow that resembled each of their respective mask color. The lights on Leo's suit were blue, Raph's were red, Donnie's were purple, and Mikey's were orange.

Leo couldn't contain his excitement as he put his helmet on and took a battle pose with his brothers. "Mr. Crenshaw, set phasers to destruction!" He said, quoting one of his favorite Space Heroes lines.

"I have also managed to design each of you specifically made weapons that will prove useful against the Triceratons." The Fugitoid deactivated a shield along a wall to reveal said weapons on the shelf. Each of them resembled the Turtle's respective weapons with a science fiction element to them.

"For Leonardo, I present to you a pair laser katana blades." Fugitoid presented said pair of swords to Leo. They were mostly white with blue energy surging at the ends. "These babies are specially designed to slice through virtually any material you come across." Leo took the swords and swung them a bit to get the hang of them.

"Raphael, you are given a pair of laser sais." Raph was given a pair of white sais with red energy at the tips. "Your enemies will not want to be on the recieving ends of these." Raph twirled them as the red energy surged brightly at the ends, causing him to smirk.

"Donatello, your new weapon is a staff made from a near indestructible alloy with an electric conductor at the end that also serves as a scanner to analyze any element you wish." Donnie was handed a white staff with a purple energy bulb at the end that appeared to have electricity inside.

"Michelangelo, I present to you specially made laser tonfas. Very similar to Leonardo's weapons, with energy based blades that can slice through most known solid substances and will even project small shields to block oncoming attacks." A pair of white metallic tonfas were given to Mikey, as he held them, orange energy blades appeared out of the ends, startling him and causing him to stumble and fall.

Casey looked inside one case and happened to find a rather old looking space suit. "This old helmet is dope, yo." He picked up the helmet only for a bunch of metallic puck-like devices to fall out. "Ooh." He said, picking up one of the puck-like devices and admiring it. "What are these, Fugi-Dude?"

"Those are highly explosive photon detonators, or otherwise known as 'photon pucks'." Fugitoid explained. "Extremely destructive devices that will easily annihilate any thing in your path."

"Whoa! Awesome!" Casey said in excitement. "They must play hockey in space!"

As he spoke, a stray puck moved across the ground till it came to the stop at a certain young woman's feet. Donnie and Casey turned their heads and were astonished at what they saw.

Before them, April was wearing a bright yellow jump suit with white gloves and boots. Needless to say, in Donnie and Casey's opinion, she looked absolutely stunning.

They found themselves staring at April with hearts in their eyes before she began to feel uncomfortable. "Okay, you guys are creeping me out."

"Everyone ready?" Fugitoid asked, popping up from behind April and startling her. "Do not stray too far from the ship." He instructed as the door behind him opened, revealing a large air-lock. "Seriously. This is my stern face. See it?" Fugitoid stayed, pointing to his robotic face.

"I call first!" Mikey shouted, dashing past the Fugitoid towards the air-lock.

"No way! I'm first!" Raph stated, running after Mikey with the others quickly following them while also knocking down and somewhat trampling Honeycutt.

* * *

"COWABUNGA!" Mikey cheered in excitement as the air-lock door opened and they all flew out into the vast emptiness of space.

Raph flailed his arms and legs around as he tried to get a hold of himself, "Whoa..ugh...why did I think this would be cool?" He asked himself as he suddenly felt sick in his stomach. "Please don't hurl. Please don't hurl!" He pleaded.

"Wahoo!" Casey shouted as he jet-packed past Raph with April.

"So amazing," April said in awe, "like swimming in a black ocean that goes on forever and ever. It's like a dream."

"This is nuts!" Leo said in ecstasy as he flew around with his jet pack. "Look at me! I'm Captain Ryan, hero of the galaxy!" He cheered as he struck a heroic pose. "Wahoo, yeah!"

"I don't ever want to go back into that ship." April said as she floated with Donnie in the black void. "I just wanna float off into the stars."

While everyone was busy having fun, Professor Honeycutt walked along the ship's hull with the electro-magnetic stabilizers in his feet keeping him on.

"Is anyone going to join me on damage assessment?" He questioned as he examined the hull. "You should learn these things, people."

Donnie was the first to join him as he floated over to the ship before magnetizing his boots to the ship's hull. They walked along the side of the ship before approaching a large tear on the left wing of the ship.

"Well, that doesn't look good." Donnie noted as he scanned the damage with his new staff/scanner.

"No it does not." Honeycutt agreed as he bent down and closely inspected the damage. "I could easily fix the hull, but we've lost too much hyper-charged rhydonium. That coupled with the hyperdrive and it looks like we'll have to-"

He was interrupted when a small rock hit his metallic head. Fugitoid and Donnie looked in the direction where it came from and their expressions morphed into that of terror.

"Oh no." Fugitoid murmured in horror.

Everyone around them stopped what they were doing and looked in terror at the sight of large incoming asteroids, many of which were much bigger than the Ulixies starship.

"Asteroids.." Donnie breathed before shouting. "Big..Huge..ASTEROIDS!"

Everyone gasped in horror as the asteroids drifted closer to them. "Language, Donnie!" Mikey sassed, misinterpreting what his purple clad brother said.

"Everyone back to the ship!" Fugitoid shouted as the group tried to fly back to the Ulxieis right as the smaller, but still rather deadly, asteroids were already upon them.

A large asteroid was coming straight for Raph before Leo pulled out a blaster from his suit and shot it, shattering the asteroid but also scattering Raph and Casey.

Raph quickly spun out of control before Mikey flew to his aid.

"Gotcha, bro!" He said as he grabbed Raph and flew back to the ship while also blasting some more asteroids with his blaster.

Casey meanwhile was having trouble controlling his jetpack as he went spiraling like crazy, just narrowly avoiding the asteroids.

"Casey! Hang on!" April shouted as she flew up to him and caught him.

"Phew, thanks, Red." Casey thanked. "This stupid jetpack keeps quitting out on me!"

"Come on, guys! Hurry!" Leo yelled as they quickly flew back into the air-lock.

* * *

The group quickly ran onto the bridge as the ship shook and rumbled with the sound of rocks hitting metal.

"Everyone to their stations!" Fugitoid said as he got into the center station.

"What stations?!" Casey questioned.

"Oh, you know, just pick one!" Fugitoid replied hastily.

Not willing to complain or argue, everyone ran to the different stations and some of each ended up in pairs. Leo and Donnie took one, Raph and Mikey took another, and April and Casey had their own separate stations.

Fugitoid quickly got the ship started as the makeshift crew tried their best to steer the ship away from the larger asteroids.

"Look out!" Donnie shouted.

"Left, professor!" April told him.

"No, go down!" Casey exclaimed.

"Lean right!" Leo shouted.

The ship went virtually every direction as it successfully managed to maneuver past the more lethal asteroids with a few of the smaller ones grazing the hull with little damage.

"Ugh..get me off this boat ride already!" Raph groaned as he felt even more sick than before.

"Whoa, dude! How about I drive!" Mikey suggested.

Ignoring Mikey's suggestion, the makeshift crew of the Ulixies suddenly found themselves caught in between two large asteroids that were about to crash into each other. Everyone screamed in terror as the Fugitoid further accelerated the ship, managing to slip through just in time as the asteroids collided.

"THAT WAS SO METAL!" Casey shouted in ecstasy.

The ship soon slowed down after it had cleared the asteroid field, allowing everyone to catch their breath.

"A couple of near misses with a few dozen planetoids won't deter us! Am I right or am I right?!" Honeycutt said with a slight laugh as he turned his robotic head a full 360.

"Are you nuts?!" Leo shouted at him. "We almost bought it back there!"

"Exactly, _almost!_" Honeycutt replied. "Almost, a beautiful phenomenon isn't it?"

The others glanced at each other a tad nervously as it was clear the professor was not all right in the head.

"We still need to refuel, Professor." Donnie told him. "What are we gonna do?"

"We'll drop by an alien space-port, of course." Fugitoid stated like it was obvious as his ship's systems located a planet. "I mean there's one right there, no biggy. Mos Eisley space-port on the dessert planet Tatooine."

"Tatooine. Sounds nice." Mikey said with a smile.

"Your computer's data says that Mos Eisley is home to pirates, rouges, thieves and smugglers." Donnie said, reading the ship's data log.

"So a wretched hive of scum and villainy, huh?" April noted. "What else is new?"

"I like it already." Raph said with an eager grin.

"You would." Leo stated.

Fugitoid flew the Ulixies down towards the surface of the planet. "Lovely place. Never been, but I've heard the sunsets are gorgeous."

* * *

The Ulixies landed on the surface in one of the docking bays. Right as it landed, it's wings retracted and a bridge extended from the bottom of the ship towards the ground.

"This space port is not a part of the Galactic Republic, so do be careful." Honeycutt warned them as the Turtles, April, and Casey stepped off the ship.

"No problem, Fug." Casey told him with a hand on his shoulder. "We're out like vanilla-ice. Peace!"

The group walked out of the docking bay and immediately felt the intense heat of Tatooine's twin suns shining down on them. The group was quite amazed of the various aliens and structures around them, all in different shapes and colors. What amazed them even more was that there were other humans on this planet, and they weren't from Earth! Best of all, none of the humans seemed to take notice of the Turtles' appearances. To them, they were just another few faces in the crowd.

"Now this is completely incredible!" April stated in excitement.

Leo turned towards the group, "Alright, let's split up and check out the place. We'll meet back at the ship in twenty minutes, cool?"

Everyone nodded in agreement before splitting up with Leo and Mikey both going off on their own while Raph went with Casey down one direction and Donnie and April went down another direction.

* * *

"Food, food, food! I need food! Space travel makes me so hungry!" Mikey exclaimed as he hungrily searched the streets for anything he could eat. He then approached a small stand where a blob-like alien with a chef hat greeted him.

"Welcome, my friend." The alien chef greeted cheerfully. "We have many delicacies from across the galaxy. Meiloorun fruit, roast nuna dish, colo claw fish, roasted porg and sweet and sour blue milk."

"Aw, man." Mikey groaned before he spotted something very familiar. "Ooh, pizza!" However, three eyes popped out of it and it began to slither away, much to his surprise and dismay.

"Aw, man! So hungry." Mikey whimpered as he watched the thing that resembled his favorite food in the whole world slither out of his sight. His mood quickly changed when he saw a small tray of cupcake shaped items on the counter.

"Ooh, what's this?" He questioned as he picked one up and examined it. "Looks normal enough," He then sniffed the cupcake-like object, "Smells normal enough too."

Mikey slowly opened his mouth to try and taste it when suddenly a small mouth of sharp teeth opened up in the cupcake-like food.

"AAAAAHH!" Mikey screamed as suddenly all the other 'cakes' opened their mouths and chomped down towards him.

"SPACE MUNCHER!" Mikey exclaimed in terror.

* * *

Raph and Casey walked down the street of the spaceport, passing many aliens and speeders before they walked up to what appeared to be a weapons depot with a robotic vendor carrying multiple alien swords and blasters.

"Dude, check out all these wicked weapons." Casey exclaimed as he and Raph walked towards the shop.

"Greetings. Please feel free to browse, but do not touch anything. Repeat: do not touch anything." The droid vendor advised.

"It's like I've died and gone to a giant beautiful armory in the sky." Raph sad as he looked at some of the weapons in amazement.

Casey then grabbed what looked like some form of a laser sword from the droid vendor's hand, "Heh, you do not wanna mess with this bad boy, Raph!"

"Repeat: do not touch anything!" The droid told them.

"Please." Raph said, rolling his eyes and ignoring the droid as he took up another weapon, this one resembling that of a large axe. "I've got a giant laser axe!"

"Please do not touch anything." The droid repeated. But Raph and Casey still ignored the droid as they began clashing their weapons playfully.

* * *

Walking down a series of streets, Donnie and April walked towards a small stand that was full of what looked like a bunch of alien antiques, valuables, and artifacts.

"Wow, look at all this stuff." April said in amazement as she looked at the stuff. "I kinda want one of everything."

Donnie looked around the shelves of things as well. He soon spotted a small rod-like device on one of the shelves. Curious, he picked it up and observed the device before it shined a small light at him and projected an exact holographic image of himself.

"Hey check me out, April." Donnie and his hologram said humorously in unison. "Two for the price of one."

April couldn't help but giggle a bit at the humorous sight before she spotted a small crystal on another shelve and took it in her hands. To her amazement, the crystal seemed to change several colors as she held it.

"What's that?" Donnie asked out of curiosity.

"I don't know." April replied as she observed the crystal. "But it looks beautiful."

"Good eye." The alien vendor said behind the counter who Donnie and April recognized to be a rodian according to the Fugitoid's ship. "It's a talook gem from the planet Ilum, it changes color based on emotion and is said to be a distant relative of the kyber crystals."

Donnie and April took note of that as they continued to observe the crystal with amazement.2

* * *

Leo walked out of one of the local cantinas, holding a small drink that strangely changed color rather rapidly.

"I don't even want to know what that is." He muttered to himself as he put the glass away. He then turned to a female alien sitting next to him.

"Uh, let me guess.. twi'lek, right?" Leo asked the alien.

"Let me guess, first time being off your home planet am I right?" The female twi'lek asked seductively.

Leo gave a small sigh, "Is it that obvious?" He asked, blushing slightly.

Just then, a much larger alien stomped right in front of them, looking very mad.

"Who is this bleeb?!" The larger male alien who Leo recognized to be a gamorrean. "What's the deal here, Valaxina?! I thought you were MY twi'lek!

The female twi'lek turned to Leo with an evil smirk, "This stupid bleeb is bothering me, Chupo. Could ya stomp him for me?"

"'Stomp him'?" Leo questioned with a nervous laugh as he slowly backed away. "Whoa, no. This is just a big misunderstanding. I was, uh, asking for directions." The gamorrean seemed to ignore him as he stomped over towards Leo.

"Yeah could you guys know where-"

The gamorrean punched Leo hard in the face, sending him flying into a wall.

* * *

Mikey continued to scream as he juggled the carnivorous cakes that continued to try and bite him.

"Get off of me cake!" Mikey shouted as he pulled out his nunchucks and knocked the cake off him. Once they were on the ground, Mikey wasted no time in stomping them until he crushed them completely.

Mikey exhaled in relief as the alien chef suddenly gasped.

"What have you done?! That Shovaxian cake was the last of it's species! It cost two hundred and forty credits! Pay me now!"

Mikey's eyes widened a bit before he stood up straight with a nervous laugh. "Um, I'm all out of space-bucks, dude! But I have some moldy pizza you might be interested in." He then pulled out a slice of rotten pizza that was covered in fungus, mold, and fish bones and placed it on the counter.

The chef took out a knife and drove it into the moldy pizza. "You pay..or you suffer!" The chef threatened, his voice suddenly becoming deeper as he opened his mouth to reveal several rows of serrated teeth, causing Mikey to gulp in fear.

* * *

Casey and Raph continued to play with their weapons with the droid vendor telling them repeatedly to stop.

"If customers do not comply-" The droid began but was interrupted when Casey jumped out of the way of one of Raph's swings, causing the red clad turtle to accidentally decapitate the droid with his laser axe.

"And that was bad." Raph paled as he lowered his axe.

"Raph..that was just wrong." Casey said in shock. "But so, so awesome!"

Right as he said that, a pair of small doors opened up from the roof of the building, where a duo of drones hovered out and gazed down at the two before blasting their weapons out of their hands, much to Raph and Casey's shock.

Knowing they were probably at a disadvantage, Raph and Casey turned around and dashed away with the drones following them and shooting at them, causing them to scream in terror.

* * *

Leo ran as fast as he could, his eyes wide with fear as he could feel that the large angry gamorrean was gaining on him. As he ran, he ran past Donnie and April, who were still looking through the antiques and valuables.

The gamorrean quickly followed, pushing April away as he chased after Leo and causing April to accidentally drop the talook gem, where it shattered on the ground.

"Oh no!" April exclaimed as she covered her mouth with her hands. "I am so, so sorry."

"No problem, ma'am." The rodian vendor replied kindly. "That gem was on sale for only nine hundred credits." He then opened his hand, expecting a payment.

"That sounds like a lot of credits." April winced.

Donnie approached the storeowner, "Maybe the Professor has some kind of space credit card or something?"

The rodian immediately lost his smile and pulled out a blaster, forcing the two of them to run away screaming.

"Come back here you thieving bleebs!" The rodian shouted as he fired his blaster at them.

Wanting to avoid getting shot, Donnie and April quickly hid behind a small building. As they backed up against the wall, they bumped right into Mikey.

"Oh! Hey, guys! What up?!" Mikey said right as he ducked under a series of knifes thrown at him by the angry chef.

Screaming, the three of them quickly ran down the street as more knifes were thrown at them.

As they ran, they just happened to be joined up by the fleeing Raph and Casey, who were still being chased by the two drones.

The group came screeching to a halt as they saw Leo wrestling and apparently losing with the giant gamorrean. Quickly choosing to help his brother, Raph along with Casey, each took out a sai and lunged at the gamorrean, stabbing him in several places while Donnie, Mikey, and April helped Leo up.

As they helped Leo up, Donnie looked down the street and his eyes widened in terror.

"Uh, guys. We gotta move RIGHT NOW!" He said as he spotted the rodian vendor, the alien chef, and the two drones.

As they ran, they passed by a human man in dark brown pants, a white off shirt, and black vest, standing next to a tall brown furred wookie with a large utility belt around his shoulder and waist as they stared after the Turtles in some confusion.

"What do you suppose that's all about, Chewie?" Han Solo questioned as he watched the Turtles, April, and Casey run away from the angry mob.

Chewbacca simply grunted as he shrugged in response.

* * *

Elsewhere, a large purple insect-like being along with a two insect-like guards, were speaking with a group of jawas while the purple held a small vile with a tiny crystal inside it in his claws.

The group continued to run from the angry chef, rodian, drones, and gamorrean. Unfortunately, they didn't look where they were going, resulting in them knocking over the purple insect-like being as they landed in a small pile.

Pretty much everyone in the area stopped and looked in shock and fear over what just happened.

As they got up, Leo saw they had accidentally knocked someone down. "Oh, we're sorry. Let us help-"

***SMACK***

Leo was knocked back into Mikey with a strong back hand as the others looked in surprise at the insect-like being's anger.

"Do not touch me, sub-creature!" The being exclaimed in anger as his two green bodyguards stood at his side.

Everyone in the area, including the angry aliens from before, ran away in in fear from the scene.

"Do you fleshlings know who I am?!" The being questioned. The whole group shook their heads in response.

"I am Lord Vringath Dregg! Ruler of planet Geonosis! Lord of all insect life in the galaxy! And bringer of your deaths."

The group was silent for a moment as they took all that in before Raph finally spoke up. "Uh, could you hang on a second?" He asked as he motioned as if he was holding a phone in his hand. "I just got a phone call from someone named 'I don't give a flying-'"

"That's great! Thanks, Raph!" Donnie said, interrupting Raph's rather rude statement. "Yeah, nice diplomacy there." He added with obvious sarcasm.

Casey smirked as he walked up to Dregg, "We've taken way tougher dudes then you, bug-head." He boasted.

Dregg suddenly grabbed Casey by the leg, lifting him upside down and over his head. "Then you clearly have not met me." Dregg stated coldly as he opened his mouth and prepared to swallow Casey alive.

"Casey!" Raph shouted as he and April ran towards Dregg.

"Let him go you freak!" April shouted as she slid under Dregg and cut his leg with her tessen while Raph kicked Dregg's arm, causing him to let go of Casey and allowing the young vigilante to kick Dregg in the chest, while accidentally knocking the vile he had in his other claw. The vile shattered once it hit the sandy ground as the contents were blown away in the wind.

"My raw coaxium!" Dreg said as he fell to his knees and picked up the broken vile. "That was worth five million credits!"

The group backed up nervously as Lord Dregg directed his anger towards them.

"You..you primitive buffoons! Vreen, battle-mode!" He directed his two guards, now identified as Vreen to attack. Each of them retracted their heads and extended a set of hook claws.

"Okay, I sense we're gonna get our butts kicked in kind of a big way." April winced.

"Attack!" Dregg ordered his Vreen.

One Vreen knocked back Mikey and Raph while Casey tried to leap at it, only for the Vreen to sweep it's claws to knock him back too.

The second Vreen shot lasers from it's claws toward April as she ran to avoid it. April ducked under the counter of a nearby stand which gave her cover from the laser fire. Acting fast, she came up from behind the counter and threw her tessen at it, slicing the Vreen across the chest before Raph jumped on top of it and stabbed it in the head with his sais while Leo came in from the behind and impaled the Vreen through the back with his laser katanas, killing it almost instantly.

The first Vreen knocked Donnie to the ground and was about to blast him when Mikey wrapped his kusari-gama chain around the Vreen's arm. He pulled on the chain which pulled away the Vreen's arm before it could get a shot off.

"Eat this, roach!" April shouted as she blasted the Vreen with her blaster, creating a large gapping hole in it's chest.

Dregg looked stunned that his loyal Vreen had just been killed before his face morphed into anger. "My Vreen...gone. You... stupid.. arrogant creatures!" He then turned towards them. "I am not a being who forgives such insolence!"

Lord Dregg gave a blood-curdling insect-like roar, indicating that he was not going down without a fight. The Turtles, April, and Casey couldn't help but smirk to themselves. If they could take down this guy's bodyguards, they could for sure take him down.

Raph was the first to attack with a flying punch. But to his surprise, Dregg easily caught it in his lower insect claw. He then proceeded to repeatedly punch Raph before sending him crashing into a pile of boxes.

Leo, Donnie, Mikey, April, and Casey looked in shock at what had just happened. Dregg had just taken down Raph with only a few punches! Maybe they had underestimated him.

"I will make your end swift." Dregg said ominously as he marched towards Raph. Leo and Mikey came up from behind with Leo slashing at him, only for his blades to bounce off Dregg's body, same with Mikey's nunchucks. Leo tried to kick out Dregg's leg, but it had no effect. Mikey tried to drop kick him, only for Dregg to easily side step it. He then turned and spat out some acid-like substance at Leo, forcing Leo to block it with his laser katanas. He was caught off guard when Dregg grabbed him as well as Mikey by the plastron before slamming them both into each other and then throwing them away.

He then turned to the rest of the group and launched a series of missiles from his chest towards Donnie and Casey.

"Heads up, D!" Casey called out as he and Donnie tried to bat them away with their respective weapons, but they couldn't deflect them all and they were blasted back by the exploding missiles.

April could only look wide-eyed at what just happened. Lord Dregg had just taken out all of her friends with no problems at all! It seemed that they had highly underestimated him.

Her surprise was quickly set aside as Dregg flew behind her. April quickly whipped out her blaster and tried shooting him in the face, but it did little-to-no damage.

"Okay, I was just shopping for a map because I'm completely lost in this part of the galaxy." April tried as she backed away.

As she spoke, Dregg detached his hands as they crawled on their own like little spiders with a red-web-like fluid to connect them to Dregg's arms. They lept onto the young girl and completely tied her up before pulling her in.

"Let me go, freak! Stupid spider hands!" She cursed as she struggled in vain to escape his grip.

"Foolish terran!" Dregg said as he lifted her up.

"I'm human!" April retorted. "On my planet, we squash bugs... like you!"

"You kill insects?!" Dregg angrily questioned before opening his mouth and preparing to swallow her head.

Not wanting to be his next meal, April managed to find the strength to break free of Dregg's spider webbing, pull out her blaster and shoot Dregg several times in the mouth.

While Dregg was disoriented, Leo quickly got up and nailed Dregg with a flying kick across the face, knocking him down.

"Come on, guys! Let's move!" Casey shouted as they ran from Lord Dregg.

However, Dregg quickly got up, pulling out a pair of blaster pistols and aiming them at his fleeing foes.

"You cannot escape Lord Dregg!" He shouted as he shot at them. But to his surprise, the lasers passed right through them, revealing them to only be a three dimensional image projected by the rod-like device Donnie had found from the store he was recently at.

"A hologram?!" Dregg questioned surprise. If that was not them, then where were they?!

* * *

Professor Honeycutt had just finished repairing and refueling the Ulixies when he saw everyone run into the docking bay towards the ship in a state of panic.

"Fugitoid! Start the ship! Start the ship!" Leo shouted as he and the others ran inside the Ulixies.

Confused, Fugitoid looked towards the entrance to the docking bay and saw Dregg entering with his blasters set to kill.

"Aww, great!" Honeycutt said in frustration. "I can't believe you ticked off HALF the known intelligent races in the galaxy!" He quickly ran inside the ship as Dregg began blasting at him. It only took a minute or so before the ship finally rose out of the docking bay and took off into space.

Dregg stopped for a moment as he put away his blasters, but he was far from giving up. "Come to me, Hornettron!" Out of the blue skies came his own personal ship, which strangely enough resembled a hornet. The ship picked him up before flying after the escaping heroes.

"This is where the fun begins." Dregg said with a malicious grin.

* * *

They had just gotten out of orbit when April saw the Hornettron approaching them on the scanners. "He's following us!" She exclaimed as everyone else took their respective stations.

"Step on it, Fugitoid, come on!" Leo urged him.

"We need a few minutes for the navi-computer to calculate the jump to light-speed!" Fugitoid told him.

"Are you kidding, at the rate he's gaining?!" Raph questioned impatiently.

"Making the jump to hyper-space is not like dusting crops on a farm, Raphael!" Fugitoid snapped. "Without precise calculations we could fly right through a star or bounce to close to a supernova and that would end your trip rather quickly now wouldn't it?!"

The Ulixies flew and avoided the continuous laser-fire from Dregg's Hornettron. As Dregg continued to pelt them with laser bombardment, he pressed a button inside the cockpit and his techno-organic ship began to produce a series of egg-like objects from it's bottom.

Raph groaned in disgust as he saw it via the Ulixies' rear screen. "Ugh... I think it just laid some eggs."

"Eggs?" Donnie questioned a tad nervous. "Okay, now things just got really weird."

The 'eggs' suddenly hatched to reveal a swarm of Vreen that flew towards the ship with wings similar to that of helicopter blades.

"Don't you got lasers? Or plasma rockets?! Or SOMETHING DESTRUCTIVE?!" Casey yelled at Fugitoid.

As they argued, several Vreen crawled across the ship's outer haul, trying to find a way into the ship.

"Well we do have minor defenses against space-pirates." Fugitoid answered.

"Then what are you waiting for?!" Raph questioned. "Fire up those minor defenses!"

"I'm on it, dudes!" Mikey said as he comically shoved Raph out of the way. "I learn quick!" He stated as he began to rapidly type seemingly random keys, causing a series of laser turrents to appear on the top of the ship, which shot off the two Vreen.

"Yeah!" Mikey cheered but everyone else screamed or yelped as three more Vreen appeared in front of the window of the bridge.

"Leonardo, press the button on your right!" Fugitoid instructed, pointing to a small button near the center of the control panel. Leo did as he was told and pressed the button, causing an electrical surge to go through the window and electrocute the three Vreen.

One last Vreen appeared on the bottom of the ship and charged up what appeared to be a chest-laser before firing and creating an opening for it to crawl into the ship.

"One's inside!" Leo reported as the Vreen was able to make it to the bridge in almost no time as it used it's large claws to pry the doors open. The Vreen roared as everyone took out their respective weapons and tried to charge it.

"I got it!" Donnie said as he swung his staff at the Vreen, but it caught him in it's claws and threw him away.

"Try to get around him!" Leo shouted as he slashed at the Vreen, only for it to knock him away with the swing of it's arm. It then whipped out it's arm canon and prepared to blast Leo when Raph threw one of his sais into it as he and Mikey charged at the Vreen.

"Booyakasha!" Mikey shouted, but the Vreen leaped up and slammed them with both it's arms and sent them rolling back towards Casey.

Donnie got up and jumped on the Vreen again, this time getting it in a headlock with his staff.

"Donnie, look out!" April said as she quickly pulled out her blaster as Donnie jumped off the Vreen while April shot at the Vreen, blasting it's arm off.

"Casey Jones shoots," Casey began as he lay down a photon puck and then hit it with his hockey stick, sending right into the Vreen's mouth. The Vreens head then exploded, killing it instantly.

"Aww, yeah! He scores!" Casey finished triumphantly.

"Brilliant! Everyone get strapped in, we're about to make the jump to light-speed!" Fugitoid told them as the control systems enveloped his body as ship shot into hyper-space, leaving a very angry Dregg.

"I swear... by the elder Vrall.. I will hunt these creatures down and eradicate them! Slowly feeding them to my children, piece-by-piece-by-peace!" Dregg angrily vowed.

* * *

The Ulixies had just come out of hyper-space and the group appeared to be safe, allowing everyone to cheer and celebrate.

"Yes! We made it!" Leo cheered as the others danced and celebrated.

April was about to dance only to be sandwiched by Donnie and Casey in a large hug, much to her displeasure.

"Ohh... okay, what did I say about group hugs?" April reminded them.

"Ah, yeah!" Raph shouted at the same time Mikey shouted "BOOYAKASHA!" as they grappled hands and head-butted each other.

The only one who wasn't celebrating was Fugitoid. "Um.. I hate to be the bearer of bad news," He began as everyone stopped celebrating, "But..."

Outside the main window, the gang saw they had just warped right into the middle of a large Triceraton fleet, with several Triceraton fighters surrounding the ship, primed and ready to shoot them down.

"Aww, space apples." Mikey cursed.


	2. The Ice Planet of Hoth

Chapter 2: The ice planet of Hoth

It was a total war-zone in this sector of space. A small fleet of star-fighters, strangely resembling some form of aquatic fish, flew past a satellite network of spherical space mines as they engaged multiple Triceraton fighters.

Large laser bolts flew in every direction as a trio of these amphibian-like ships flew up the haul of one large Triceraton command-ship and fired at its outer hull, dealing quite a bit of damage to it.

On the bridge of the command-ship, Captain Mozar saw the trio of fighters pass by them. "You sluggish fools!" Mozar scolded his own men. "Stay alert! The Salamandrians slithered past you like slither fish!"

"Captain Mozar sir, scanners are picking up an incoming ship that just dropped out of hyperspace." One Triceraton officer reported.

The officer then projected a small hologram of the Ulixies coming out of hyperspace.

Mozar's eyes widened slightly as he instantly recognized the ship. "I know that vessel!" Mozar stated. "It's the Fugitoid's ship!" He then turned to another Triceraton officer. "Contact squadron three, blast it out of the sky!"

The officer saluted before going over a communications console. "Squadron three, the Fugitoid's ship has been spotted. You have direct orders from Captain Mozar to shoot it down!" The officer ordered.

"_Affirmative, __proceeding to engage."_ The leader of Squadron three responded.

* * *

Several Triceraton star-fighters swarmed around the Ulixies, battering the ship with heavy laser bolts. Thankfully, the blasts didn't do much since the frontal deflector shields were online. But that didn't mean it caused some damage.

Inside the bridge, the ship rocked profusely as the makeshift crew tried to get hang of themselves.

"Those ships, they're Triceratons!" Leonardo exclaimed.

"No kidding!" Raphael stated sarcastically. "And there's like a kajillion of them!"

"Professor, what do we do?!" Donatello questioned, his voice full of panic.

"We take evasive action!" Fugitoid declared as he took control of the ship.

The Ulixies quickly sped forward, maneuvering past several Triceraton fighters that began chasing them as well as avoiding the mass amount of laser fire that filled the emptiness of space.

_"What are you waiting for, Squad Leader?! Blast the Fugitoid to pieces!" _Mozar ordered to the leader of squadron three via hologram.

"I think we're almost out of this!" April exclaimed. But just as soon as she said that, one of the Triceraton fighters managed to hit the Ulixies' engine in the back, causing the ship to deter from it's course with a thick cloud of smoke behind them as they plummeted down to a small white planet below them.

"Or not!" Casey exclaimed.

"I recommend we take plunging into the lethal crushing gravity of that planet philosophically." Fugitoid said calmly as the windshield of the ship began to crack as they entered the atmosphere of the planet.

"WHAT IS THAT SUPPOSED TO MEAN?!" Donnie screamed.

"IT MEANS WE'RE ALL GONNA DIE!" Fugitoid screamed back.

Everyone screamed as the Ulixies spun out of control. Everyone on the bridge was sent flying and rolling everywhere as they tried to hold onto something or each other. The Fugitoid extended his robotic limbs with his hands still holding on to the central console and his feet magnetizing to the ceiling. April lost her grip on the console and was sent flying, but Donnie managed to catch her in his arms and grab onto Fugitoid's arm.

Raph soon also lost his grip on the console and was sent flying into the windshield of the bridge. "I HATE SPACE!" He shouted. "I HATE IT! I REALLY DO!"

The Ulixies continued to spiral out of control, almost slamming into several Triceraton and Salamandrian fighters. Though most of the ships managed to avoid collision with the Ulixies, it's wing slammed into one Salamandrian ship and was sent flying off course.

"Collision course red! We're going down! Brace yourself, lieutenant!" The Salamandrain pilot exclaimed to his gunner as both their fighter and the Ulixies descended down towards the icy planet below.

Both ships fell through the atmosphere of the planet and crashed down hard onto the surface of the frozen planet. The two ships landed several miles away from each other with the Ulixies crashing down and skidding to a halt in the middle of a snow filled valley while the Salamadrian fighter crashed down on a small mountain just a few miles away.

* * *

As the Turtles, April, Casey, and Fugitoid stepped out of the ship with their space suits on, they saw the landscape before them. The planet looked like a desolate and yet beautiful wasteland. There was no sign of civilization anywhere, just miles and miles off unending snow in a heavy blizzard, with a few tauntauns passing by.

"Ugh, my head.." Raph groaned as he rubbed his helmet. "Where are we?"

Fugitoid looked into a miniature computer on his arm, "According to this, we are on the ice planet Hoth."

Donnie looked at the readings on his built-in-scanner on his staff. "Whoa. Temperatures on this planet are negative one hundred degrees celsius!"

"What does that mean?" Mikey asked.

"It means it's freezing cold!" April translated as she shivered with the rest of the group. She then turned to the Fugitoid, "Aren't the Turtles gonna freeze?" She asked, since she and Casey wore suits and it appeared that the Turtles didn't.

"No, they're suits permeate a warm invisible force field, like a second skin." Fugitoid explained. "Cozy right?"

"Uh..I think my shell froze to my butt." Mikey said.

The group walked to the side of the ship and saw a massive hole in the hull.

"What's it looking like, Fugitoid?" Leo asked the Professor.

"If I had to categorize our situation, it would fall somewhere between probably doomed and unequivocally doomed." Fugitoid reported.

"Wait.. so no power?! We won't be able to charge our suits!" Raph exclaimed.

"And worse, we've only got a couple hours of heat left!" Donnie added. "After that, we'll freeze to death!"

"Ah, man!" Casey moaned. "I was supposed to go out in a blaze of glory like with giant transforming robots frying me with lasers! Not like this!"

"We need to find some shelter until this storm clears." Leo stated.

Donnie then scanned the environment with his staff. "Now let's see..." He moved the scanner around before finally detecting something a few miles away on the snowy plane. "Yes! There some kind of huge structure just ten klicks away! And the place is packed with laminasteel... oh, looks like it's refined too!"

"Excellent work, Donatello, we could use that metal to patch up the ship!" Fugitoid said.

However, as the group began to make their way through the snow, they failed to notice that another group was watching them. A male, dark blue skinned Salamandiran along with his companion, who was a female Salamandrian, had exited their downed fighter. The male had a mace built onto his tail and had scars over most of his body, including some prosthetic organs on his side and even a bionic eye on the heavily scarred right side of his face. His companion, the female Salamandrian, was just a few inches shorter than him with a slim figure, broad shoulders, aqua colored skin and a shiny turquoise suit.

"There they are!" The Salamandrian commander named G'Throkka stated. "The ones who rammed our vessel!"

"Yes, and they are heading towards the laminasteel!" The female lieutenant named Y'Gythgba said as she gave a roar-like call.

"We must capture it before they do." G'Throkka stated.

"No, let us destroy these interlopers and take the laminasteel for ourselves." Y'Gythgba insisted. "They robbed us of glorious battle!"

G'Throkka shifted his gaze back at the group as they walked into a large snow field towards a large snow-covered structure in the distance. "Still.. when I gaze upon them, I see their courage. Others would have despaired but they go on as comrades. I can respect that."

"No! You know that is not the Salamandrian way, Commander!" Y'Gythgba stated fiercely. "They must be destroyed!"

* * *

Despite the blizzard now starting to clear up a little, it still wasn't very comfortable for the group as they forced themselves through the freezing cold temperatures. As they walked, they soon came out onto a large field of snow, and on the field were the remains of several crashed starships and broken down large walkers laying covered in the snow.

Though they were fascinated by all the broken ships and walkers, the group continued to press on until they reached the other side of the field. And at the other side of the field was a large cave with huge blast doors in the side of a large hill.

After managing to get the large blast doors open, the group walked inside the cave and saw a large docking bay that was packed with a variety of old and abandoned speeders, starships, supplies, and droids.

"What is this place?" April asked in curiosity as the blast doors closed behind them, sheltering the group from the raging blizzard outside and allowing the group to take their helmets off.

"This was Echo Base." Fugitoid exclaimed. "It was once one of the many bases used by the Rebel Alliance to hide from the Galactic Empire during the Galactic Civil War. However, it was later abandoned when Empire discovered them during the battle of Hoth in 3 aby."

"Yeah, yeah, save the history lesson for later." Raph stated. "Let's just get the laminasteel and get off this planet."

Donnie held up his scanner/staff and scanned for the laminasteel. He moved his scanner to forward as he scanned the rest of the base.

"My scanners are picking up the laminasteel, coming somewhere at the other side of this cave."

"Well, why don't we just use some from those speeders and other things?' April asked, gesturing to the broken down airspeeders and droids.

"It's not that simple, April." Fugitoid explained. "This base hasn't been used in over a decade. The metal from these speeders and droids are too old to be used for the ship."

"Aw yeah!" Mikey scatted past the group and began performing a series of ice skater tricks. "Check me out! Michelangelo on ice!"

"Mikey, stop! Your using up your heat too fast!" Donnie warned in concern.

"What's more important, bra? Staying warm or my art?" Mikey asked as he skated to a halt on his knees.

Ignoring Mikey's rather stupid question, April suddenly felt something as she held her head.

"Uh... something's not right." She said. "Weird vibe alert."

The Fugitoid's sensors picked up something as well as he raised his metallic finger, "My sensors indicate we are about to be visited by-"

Before he could finish, the group looked up in surprise at the sound of almost savage roars as the two salamandrian soldiers jumped down through a large hole in the ceiling and landed in front of the group.

"What the heck?! Alien lizards?!" Casey exclaimed in surprise.

"Newtralizers!" Leo also exclaimed as the two creatures looked almost identical to the Newtralizer.

"You downed our ship, dishonored us. Now you will fight us!" Y'Gythgba angrily told them as she drew her sword and pointed it at them threateningly.

"Wait, wait, wait, wait!" Fugitoid exclaimed as he stepped past the group and approached the two salamandrians. "We're all honorable beings here, we did not intend to damage your ship."

Y'Gythgba and G'Throkka looked to each other as Fugitoid continued.

"Please, we can help each other in this desperate plight." Fugitoid explained.

"It is true that we are all trapped." G'Throkka admitted. "Cooperation is survival here. But you are.." He paused for a moment, "out-worlders."

"Everyone is an out-worlder on a world not their own." Fugitoid said philosophically to the salamandiran pair.

Raph then walked up to Y'Gythgba, "Listen, sister, we don't want to fight ya. You're clearly outnumbered."

"Numbers mean nothing!" She spat in reply, jabbing him in the chest with her webbed finger. "I do not fear you or your friends."

Leo then stepped forward, "Look, man, it's all good. We're all cool here." He then held out his hand to shake, "Look, I'm offering my hand. Put it there, bro."

However, the two salamandrians seemed incredibly outraged by this. "What? I consider conciliation and you offer the hand of combat?!" G'Throkka exclaimed in shock and anger.

"Combat?!" Leo questioned in surprise. "No! You don't understand-"

"Uh, yes," Fugitoid tried to explain as he pushed Leo back, "I should have warned you that, to the salamandirans, the hand-extended gesture means.."

"ATTACK!" G'Throkka yelled as he and Y'Gythgba charged towards the group who were forced to scatter.

Y'Gthgba flew past Raph and hit Donnie with a flying kick before clashing blades with Raph.

G'Throkka tried to smash Leo with his sword, but Leo jumped out of the way just in time. Leo then pulled out his blaster and was about to blast G'Throkka when the salamandiran commander knocked him away with his mace-like tail before firing his wrist-mounted blaster at the rest of the group.

"All of you should stop fighting, and rationally consider the danger to your heating systems!" Fugitoid tried to explain as he dodged the laser fire. "One hit in the wrong spot and death is imminent!"

But his warning was ignored as G'Throkka rushed past him, knocking him down as G'Throkka attacked the others.

Donnie tried firing his scanner staff at Y'Gythgba with the built-in blaster part of his staff. But Y'Gythgba managed to dodge his blasts and even blocked a few with her sword as she jumped on top of one of the broken down airspeeders and launched herself at the purple clad turtle.

"Those that dishonor us will be destroyed!" Y'Gythgba stated as she ducked under a swing from Donnie's staff before swerving around him and knocking him away with the swipe of her tail.

"You got some imagination, sweetheart!" Raph exclaimed as he tried to stab her from above, only for the salamandrian lieutenant to jump out of the way before the two of them continued in their fight.

Leo and G'Throkka were clashing with each others blades, seeming to be evenly matched as they blocked and parred each others blows. However, Leo swung his laser katana at G'Throkka's head, allowing the salamandrian commander to duck underneath the swing and knock Leo away with a strong punch to the plastron.

"Booyaka-" Mikey jumped down from a nearby scaffolding above G'Throkka, trying to get the drop on him, but G'Throkka easily dodged the oncoming attack as he punched Mikey in the gut before grabbing him by the shell and throwing him away.

"Yo, lizard lips!" Casey called out, standing on another scaffolding that was just on the other side of the docking bay. He then jumped up and smacked multiple photon pucks at G'Throkka with his hockey stick. But the salamandrian commander ran past all of them as they exploded on the ground. He roared as he leapt towards Casey, punching him in the face and sending the young vigilante careening into a wall before landing in a pile of old boxes.

"Hold still you stupid.." April grunted as she tried to blast Y'Gythgba with her blaster, but the female salamandrian was able to avoid her blasts as she kicked both Donnie and Raph away before she leapt towards April and knocked her away with a tail swipe.

"Well, I suppose I will have to intervene." Fugitoid sighed just as Raph and Donnie were sent crashing into him by Y'Gythgba.

"You okay, April?" Raph asked as he and Donnie quickly recovered to help her up.

However, they were unable to react fast enough as Y'Gythgba jumped on top of Raph's shell, launched herself over April, and kicked Donnie in the face.

"That's it! You're going down!" Raph angrily exclaimed as he dashed towards her, clashing his energy sais against her blade as the two engaged in a heated duel with the both of them swinging viciously at each other, showing no signs of tiring or slowing down.

Though after a short bit, Raph managed to gain the edge as he managed to land a solid hard kick to her face, knocking the female salamandrian back.

Y'Gythgba growled angrily as Raph charged towards her, hoping to press his advantage. But she was ready for him this time as she dodged a swing from his sais before punching Raph across the face and delivering a sharp upper-cut with a retractable blade on her suit to knock him down.

"Raph!" Donnie exclaimed before he charged towards Y'Gythgba with his staff and engaged her.

As Raph recovered from the blow, he was surprised to find that he wasn't feeling angry about being knocked down, but rather something... else.

"Never... been hit like... that before..." He said to himself. "It felt kinda... nice."

He then looked towards Y'Gythgba as she delivered a hard knee to Donnie's gut, knocking the wind out of him. And that's when it hit him as he suddenly saw the salamandrian woman in a whole new light.

She had guts and a violent temper to match, and was just as beautiful. However, she was far more than some trigger-happy brawler or another pretty face, no.

She was quick on her feet, she was smart, she was incredibly stubborn, she was hot-headed and fierce, she had a strong sense of honor, she was unquestioningly loyal to her companion, and she was so incredibly strong...

She was a warrior, in every sense of word. And Raph _loved _that.

However, he didn't get to ponder on these thoughts for too long as Y'Gythgba turned towards him, causing his eyes to widen slightly. And before he could move or react, the salamandrian woman came over and punched him in the face, knocking him out.

Leo continued to parry blades with G'Throkka as it was clear that the salamandrain commander had the advantage.

"Destruction follows dishonor!" G'Throkka exclaimed as he knocked Leo's laser katanas out of his hands and punched him in the gut, sending him flying into his brothers and friends who were down on the ground, beaten and battered.

As Y'Gythgba walked towards them and dumped an unconscious Raph on the ground, Fugitoid slowly got up, his legs straining slightly as he stood tall.

"I am a pacifist, but even pacifists have to stand their ground once in a while!" He declared with a fire-symbols in his optics as a pair of twin blasters came out of his wrists and he opened fire at the salamandrians and forcing them on the defensive.

The two salamandrians skillfully dodged the laser blasts before Y'Gythgba threw some kind of shuriken-like device towards the Fugitoid, forcing him to cease fire and jump out of the way as the device hit the wall behind him.

After a few moments, the device then exploded, sending a good portion rubble from the wall and the ceiling above down on the group.

When the snow and dust settled, it appeared that the group had been buried alive. G'Throkka growled in frustration as he and Y'Gythgba gazed upon the rubble.

"We must dig the creatures out and resume the battle! It is a dishonorable death!"

"No, let them freeze." Y'Gythgba stated coldly. "We must hurry to the laminasteel."

With that said, the two salamandrians continued their trek through the base, leaving the docking bay and going into one of the many tunnels.

A few minutes after they left, there was a sudden shifting amongst the rubble. A long metallic arm pushed off one of the heavy rocks as Fugitoid emerged from the rumble with a few dents on his body.

"No need to worry." He announced as he helped everyone out of the rumble and back on their feet. "Only a minor inconvenience."

"Ugh, we keep getting our shells handed to us." Mikey groaned as he rubbed his shell.

"We gotta keep going, not much heat left." Leo exclaimed as he looked at a small device on his wrist, indicating the power on his suit was low, "Come on."

The group then began walking through the base and going down one of the tunnels.

"You know, I've been thinking, I bet those salamandrians are after the laminasteel too." April said as they trekked through the narrow caves.

"Another reason to hurry, people!" Fugitoid exclaimed urgently as he pushed both Donnie and April forward.

As they made their way, Raph hung back with Casey. "Hey, Casey... uh... you think a turtle can like.. uh.." He paused for a for a moment, rubbing the back of his head before folding his arms behind his back. "date a newt?" He finished.

"Dude, what?!" Casey questioned before he jokingly pushed Raph back as he burst out laughing.

"No, I mean... you know... these salamandrians aren't so bad. Like, the lizard girl's cool!"

"Really, Raph?" Leo irritably questioned sarcastically. "What are you gonna do, ask that giant newt out on a date?"

"Well, I mean..." Raph stuttered slightly, but couldn't finish his sentence.

Mikey chuckled a bit as he walked up to Raph, "Wow, you really got a crush on that salamander-hottie? She's like bigger, stronger, and probably a better fighter than you!"

"Exactly." Raph said with a somewhat dreamy smile. "What a woman."

The group soon resumed their journey through the tunnels as they soon came into another large docking bay.

"The laminasteel's not far up ahead!" Donnie excitedly exclaimed as he looked at his scanner again. "We just have to go through a few more tunnels and out of the base and we'll be there!"

* * *

However, what they didn't notice was that G'Throkka and Y'Gythgba were observing them from a small peak that lead into another tunnel above the group.

"So they survived." G'Throkka observed as he watched the group go into another tunnel. "The droid stated our collision was an accident, perhaps we need not be enemies."

"Commander G'Throkka, do not be foolish!" Y'Gythgba told him as she put a webbed hand on his shoulder. "They are clearly working with the Triceratons!"

"We do not know that!" G'Throkka retorted with a slight roar.

"They fought you four against one!" Y'Gythgba scoffed with a roar of her own. "They are cowardly dishonorable fools!"

"Come," G'Throkka stated as he turned around and continued on their path through the tunnel they were taking, "we will reach the laminasteel far faster than they will."

Y'Gythgba looked back down at the group, glaring spitefully at them one last time before turning around and joining her commander.

* * *

The group continued down another tunnel as they moved in single file soon coming into another large intersection of tunnels.

"So what happens when if those aliens make it to the laminasteel before we do?" Donnie wondered.

"I got the answer," Casey said, "we take them down, goongala-style!"

"Woah, hold up, let's cut the salamanders a break." Raph told the group. "They think we're the bad guys, right? What if we could convince them to work with us, to find that metal stuff together?"

However, Leo did not share his hotheaded brother's sentiments. "Worst idea you've had and that's saying something! Forget it, Raph, let's just get that laminasteel!"

The rest of the group seemed to agree with Leo as they continued through the tunnels. However, Raph instead stopped in the middle of the room, quite stunned by his brother's resentment to the Salamandrians.

His face then hardened with resolve as he turned to one of the tunnels on his left. "I'm sorry, guys." Raph quietly said before he rushed down another one of the tunnels. "This might be our only chance."

As Raph went down the other tunnel, the group continued on their path before coming into a large area of icy caverns, with ice stalagmites hanging from the ceiling. And on the other side of the caverns was a large cave opening, leading out into the cold blizzard outside, forcing the group to put their helmets back on.

For a moment, it seemed that the group was finally getting closer to the laminasteel as they were feeling a great wash of relief. However, that relief was shattered when April looked behind her and saw that one of their company was missing!

"Guys! Hold up! Where's Raph?" April questioned in confusion as the group quickly came to a stop.

"Oh no." Leo groaned as he slapped a hand on his helmet. "I bet he went off to talk to his girlfriend!"

However, before they could do anything for that matter, Donnie scanners started picking up something strange. He looked closer at his scanner before realizing that there were several creatures surrounding them in the caverns. "Hold up! I've got something on my scanners." He stated.

The group soon noticed this as well as they could slightly see some white fur amongst the snow and ice.

"I've got a bad feeling about this." Leo said as the group was now getting a bit worried. "Yeah, we're in trouble!"

True to his word, a large white-furred thing came popping out of the snow, roaring at them as more seemed to come and surround the group. The strange creature seemed to be a horrifying combination of Bigfoot and a polar bear with sharp claws on each of it's hands, thick white fur to blend in with the snow, several rows of sharp teeth in it's deranged looking mouth, and small horns on the sides of it's head.

"Serious trouble!" Donnie cried fearfully as the creatures moved to attack them.

* * *

Meanwhile, Y'Gythgba and G'Throkka had managed to get out of the base with seemingly no interruptions at the moment. They were forced to put their helmets back on as well as they walked out into the cold blizzard. As they walked, they soon came across a icy cliff that overlooked a large ravine. But the two Salamandrians were not bothered by this as they continued on.

"Lieutenant Y'Gythgba, we are getting close to laminasteel." G'Throkka reported as he looked at his suits scanners.

"And by now, those low-grade lifeforms are surely frozen." Y'Gythgba concluded.

Just as she said that, Raph leaped over the edge, flipping over the salamandrian pair and landing gracefully in their path with a dramatic pose.

"Ta da!" Raph said pridefully. "Impressed, right?"

Though surprised that he had survived the earlier battle, G'Throkka looked unimpressed while Y'Gythgba actually looked amused.

"No, but I respect your tenacity." Y'Gythgba replied as she aimed her suit's blaster at him.

"Wait! Before you blast me, hold up." Raph told her, holding his hands up as he backed up to the edge of the cliff. "Look, we could all work together as a team, a unit!" He proposed.

The two salamandrians looked to each, surprised by his offer of an alliance in spite of their earlier battle.

"You're bravery speaks of a heroic heart, stranger." G'Throkka spoke, crossing his arms.

"But you are in our way." Y'Gythgba finished as she shot her blaster, shooting the ice below Raph's feet instead of shooting him. The ice below Raph began to crack as he felt the slab of ice he was standing on beginning to slip.

"That's _not _good team work!" Raph cried as the piece of ice he was standing on collapsed, plunging him down into the ravine.

"Interesting that you chose to shoot the ice and not the stranger." G'Throkka noted.

"There is no significance to-" Y'Gythgba began when she heard a loud animalistic growl come from behind G'Throkka. "Look!"

G'Throkka turned around to see a pair of the same creatures that were currently attacking the Turtles, April, and Casey back at the caverns.

"Wampas!" G'Throkka shouted.

* * *

Back at the caverns, the group was having a hard time fending off the incoming wampas as the caverns were a tight space to move around in, not to mention the wampas massive statures also made it difficult.

Mikey slashed at one wampa with his laser tonfas before another one grabbed him and tried to crush him in a tight bear-hug. Thankfully, Casey shot several photon pucks at the wampa, disorienting it and allowing Mikey to slip out of the wampa's arms and kick it away.

Casey wacked one wampa with his hockey stick, only for another one to smack him away with it's clawed paw. The wampa was about to bite Casey when Donnie whacked it on the head with his staff and April blasted it with her blaster, killing it.

Leo dashed through the caverns as one wampa chased him. The wampa then lunged at him, only for Leo to jump on top of it and blast it with his blaster. He then lunged at another wampa and cut off it's arm with his laser katana. Since Leo's laser katana was mostly plasma, it immediately cauterized the wound, but that didn't keep the wampa from roaring in pain it staggered back, holding the place where it's arm used to be. The wampa clutched it's arm hole for a moment before Leo jumped up and slashed the wampa across it's throat, killing it.

* * *

Y'Gythgba stopped a wampa's advance by holding it's jaws open as it was about to bite her. He then swiped it away with her tail before swerving around the swipe of another wampa. She then drew her sword and charged at more wampas that were climbing up the cliff.

G'Throkka jumped back and knocked away one of the wampas with a punch before swiping another one with his mace-ended tail. He quickly swerved out of the way as another wampa pounced at him, but missed G'Throkka as it slammed into the wall. As G'Throkka blasted at some more wampas with his suit's blaster, he failed to notice another wampa sneaking up on him. Before he knew what was happening, the wampa smacked G'Throkka away, sending him crashing into the wall and knocking him out.

Y'Gythgba avoided a swipe from one wampa as she fired her blaster at it. She then jumped on the wampa's back and was about decapitate it with her sword when she looked in horror to see her commander knocked out and about to be devoured by two wampas.

"G'Throkka!" She cried as she quickly threw down the wampa before rushing towards her commander. As she ran, two more wampas leapt towards her, blocking her path. Y'Gythgba tried to keep them back with her blaster fire and sword swings, but a third wampa came in and knocked her down with the swipe of it's paw.

As Raph managed to climb back up the cliff, he silently gasped as he saw Y'Gythgba on the ground and surrounded by the three wampas. No, he couldn't let her die, he had to save her!

Moving fast, Raph made his grand appearance as he jumped onto one of the wampa's faces, stabbing it in the throat and killing it before leaping off of it and tackling another and stabbing it in the stomach. The last one tried to swipe and him with it's paws, but Raph ducked underneath and stabbed the wampa in the head, a mighty cry ripping from his throat as he killed the wampa.

Y'Gythgba stared at him with wide eyes, a strange feeling washing over her as she sat up. The turtle was brash, unruly and had an obvious thirst for battle that probably outweighed his common sense. But he was bold, he was honorable despite her former beliefs, he was experienced, he was passionate, he was fierce, he was hotheaded, he was stubborn, he was so outrageously strong...and..

"Hey, need a hand?" Raph asked, offering his hand which Y'Gythgba took as he helped her to her feet.

...He was a gentleman. And Y'Gythgba _loved _that.

However, she seemed to push these thoughts away as she brushed some snow off her before she looked at Raph with a hardened look.

"Stranger." Y'Gythgba said as she pointed her wrist blaster at him.

"Wait, wait! Don't shoot! Don't shoot!" Raph exclaimed as he waved his hands in front of him. But to his surprise, Y'Gythgba shot past him at a wampa that was right behind him, killing it instantly.

"Perhaps I may have misjudged you." Y'Gythgba said as she walked up to Raph. "You risked your life to assist two complete strangers against ravenous beasts. I owe you my thanks and an apology." She humbly bowed her head.

Raph gave an affirmative smile, "Hey, it happens to the best of us. No harm done." He then looked down a bit nervously, "My name's, eh... Raphael."

"I am called Y'Gythgba." The salamandrian female replied.

"Your called Yg.." Raph stammered for a bit, finding it difficult to pronounce her name, which Y'Gythgba found quite funny as she chuckled a bit. "I got an idea," Raph finally said, "back on Earth, there's this painting of like the most beautiful woman in art and stuff... um, so how about if I call you 'Mona Lisa'?"

The newly dubbed 'Mona Lisa' simply smiled as she slithered her tail behind him. "As you please, Raphael." She replied kindly as she gently pushed him towards herself slowly until their helmets touched.

"Some day, our noses will meet... in the flesh." She said almost seductively as she pulled away, leaving an emotionally blown-away Raph.

"My nose... will be ready." Raph said with a goofy grin on his face.

Once that was cleared up, the two of them carried the still knocked out G'Throkka and laid him down by the wall. "So, uh... Mona... what are we gonna do about your pal?"

"Perhaps if I use a low output.." Mona Lisa mused, making some adjustments on her wrist laser before giving a slight knock on G'Throkka's body. "Yes, I believe he will be fine in no time at all."

* * *

Back at the caverns, Leo sliced at an wampa with his laser katanas as he found himself back-to-back with April as she sent a physic blast at another wampa.

The group hand managed to hold their own quite well against the wampas for some time. But no matter what the group seemed to do, no matter how many wampas they killed, more of them just kept coming, and they were quickly becoming overwhelmed by their numbers.

"They just keep coming!" Donnie cried as he whacked another wampa with his staff.

However, several wampas were quickly shot and killed by laser fire from both Mona Lisa and G'Throkka at the entrance of the cave. They quickly rushed in to join the fray followed by Raph as the three of them took on the wampas alongside the rest of the group.

"Whoa!" Mikey exclaimed as the others looked in surprise. "Raph's with the bad guys?!"

Mona slashed another wampa across the chest, causing it to roar in pain as it stubbled back.

"We're friends now, Mikey!" Raph told him as he jumped up and stabbed the wampa in the back with his laser sais.

Raph and Mona both ran together as they used their respective weapons to slice through several wampas while G'Throkka knocked a few back with some hard punches as he found himself standing back-to-back with Leo.

"I am Commander G'Throkka!" He introduced as he and Leo shot at more wampas with their respective blasters.

Mikey quickly hopped onto the scene, "That name's cool and all, but I got something better!" He exclaimed. "How about... 'Laser Lizard'?"

Leo and G'Throkka looked unimpressed as they lowered their eyelids.

"No, no, no, 'GI Newt'?" Mikey asked. "Nah... I got it! 'Sal Commander'!"

The newly dubbed 'Sal Commander' glanced towards Leo as the blue clad turtle simply gave him a look that silently said 'just go with it'.

Raph and Mona each sliced at two more wampas, leaving one left as it tried to pounce at them, but Mona stabbed it in the head as Raph jabbed it in the chest, killing it.

With the last of the wampas dead, everyone managed to regroup and catch their breath.

"Is that all of them?" April asked as she breathed heavily. No one answered as they waited for more wampas to come. But thankfully, none came.

Leo walked up to G'Throkka, "I won't offer you my hand, but I will offer you my friendship." Leo told him as he put away his laser katanas.

Sal Commander nodded as held up his right arm and closed his fist, which Leo hesitantly mirrored. They rubbed their fists against each other before G'Throkka gave his animal-like call, which Leo did as well, much to others amusement.

"Okay, that was weird." Mikey spoke up. "Now let's get that llama steel!" He cheered, despite not being able to pronounce the name of the alien metal.

* * *

The now-conjoined group walked out of the caverns, leaving Echo Base behind as they walked up a large hill as Donnie continued to lead with his scanner.

"Okay, closer... closer..." Donnie said as he held out the scanner in front of him, which began beeping rapidly, indicating the laminasteel was close by.

The group soon came towards a small snowy slope where they saw a large spherical device made almost entirely out of metal down at the bottom of the slope.

"There!" Donnie exclaimed. "That satellite, it's made of laminasteel!"

Most of the group ran down the slope to try and grab it, but Fugitoid, Sal Commander, and Mona Lisa all stopped as their eyes/optics widened in horror and fear. "That's no satellite," Fugitoid began fearfully, "that's a Triceraton space mine!"

Leo, Raph, Donnie, Mikey, April, and Casey all stepped away from it with a startle, a few of them even yelping in fear.

"That thing's a bomb?!" Raph exclaimed in shock.

"If we could deactivate it, we could use the laminasteel to fix both of our ships, right?" Leo asked as Honeycutt, Sal, and Mona slid down the slope to join them.

"Hmm, let me see..." Honeycutt said as he began to scan it. "Yes, the laminasteel is perfect! It even contains a dark matter regulator!"

"Guys, we really gotta go," April said as she hugged herself to keep warm. "We're getting short on power and-" Her suddenly widened a bit as she quickly sensed something behind her. "Oh no!"

The group suddenly heard multiple growls as they looked up to see themselves surrounded by another large pack of wampas. Everyone in the group drew their respective weapons as they each took a combat stance.

These monsters just wouldn't give up!

"There are too many to fight!" Fugitoid exclaimed.

"Anyone got a plan?" Mikey asked nervously. "I'm all ears, if I have ears anyway."

"Yeah, I do." Raph replied, "Take that thing and RUN!"

That was probably the best plan at the moment as Honeycutt, Raph, Mona, and Sal all picked up the space mine and made a run for it along with everyone else. The whole group screamed and yelled as they ran to avoid the large pack of angry and hungry wampas chasing them.

Donnie screamed as several wampas were about to close in on him, but he quickly ran under an ice arch that was just small enough for him to fit through, leaving the wampas to crash into the ice arch.

"Come on, guys! Hustle!" Raph yelled as he, Fugitoid, Mona, and Sal carried the space mine, running surprisingly fast even though the space mine was quite heavy.

However, as the group continued to run, they failed to notice a steep icy slope just ahead of them. They unfortunately realized this too late as they slipped on the ice and tumbled down the slippery slope as several wampas followed them.

As the others slid down the slope, screaming in terror, Leo and Mikey were able to get onto their shells as they slid and began slashing and slicing at several wampas that came near them with their respective laser swords and tonfas.

"Booyakasha!" Mikey cheered as he sliced a wampa down.

Eventually, the group came to the end of the slope and quickly got to their feet as Fugitoid, Sal, Raph, and Mona picked up the space mine and resumed running.

"The ship's up ahead! Hurry!" Donnie yelled as they made a bolt for the Ulixies across the snowy field in front of Echo Base, with the wampas hot on their heels.

A wampa was right behind Mikey as it bit right at his butt, causing Mikey to scream in terror as it motivated him to run faster. Casey laughed out loud at the hilarious sight, only for another wampa to do the same to him, resulting in him screaming as well.

Casey hopped into the air, with the soles on his suit's feet expanding as he found himself hovering slightly above the ground as if he were wearing a pair of skates. "Aw, yeah! Hover skates are full-effect, yo!" He cheered as he smacked some photon pucks at the closest wampas, knocking a few back with the exploding pucks.

The group continued to run to the Ulixies as they were so close to it now, even though there were still at least a dozen wampas gaining on them. As he ran, Donnie saw an open wedge in front of him and noticed how they had been running on one large flat piece of ice covered in snow, and an idea popped in his head.

"Casey, give me all of your photon pucks!" Donnie ordered.

Casey hover-skated over to him and handed him six photon pucks, which Donnie immediately grabbed and put them into the wedge as everyone made it over with the wampas right above them.

"Awesome idea, Donatello!" Casey said as he quickly took out his hockey stick and began whacking any wampa that got close to Donnie.

"NOW RUN, YOU MORON!" Donnie shouted as planted the last of the photon pucks into the wedge.

"GOONGALA!" Casey shouted as he quickly jumped over the wedge and joined Donatello just as the photon pucks exploded, creating a massive ball of flame that knocked them and several wampas away with the force of the explosion.

The ground beneath the wampas began to crack as the ground began to crumble. The ground finally gave away as it collapsed and sent all of the remaining wampas falling into a very deep ravine.

Donnie and Casey smirked as they fist bumped before they got back up and joined the others.

"Quickly now!" Fugitoid exclaimed as they got closer to the ship. "We're almost there!"

However, Leo was suddenly feeling weak as he began to limp to the ship. "We may be... too... late." He said weakly as he could feel the heat in his suit reaching critical low and the freezing cold settling in as he fell to his knees, unable to take the cold as another blizzard set in.

"Leo!" April cried in horror as she quickly helped Leo to his feet, despite her suit's system failure being imminent as well. Everyone got to the ship as Leo set down, leaning his back against the hull of the ship as he and Mikey still sat back as well, their suits losing power.

Honeycutt wasted no time in getting to work as he used a small built-in laser drill in his finger to cut through the metal shell of the mine top and open it up to expose the central piece. "Excellent! The dark matter regulator!" He said enthusiastically.

Casey looked down at his suit's gauntlet, which had a big red beeping light, indicating his suit was just about out of power. "Oh no, this is it! The big freeze! We won't make it through this, Red!" He told April. "We're not mutants!"

"Warm blooded or not, we're in trouble, Professor!" April said to Honeycutt.

"Please, don't pressure me!" Fugitoid replied nervously as he got to work on removing the dark matter regulator.

"Rokka, rokka.." G'Throkka grunted weakly before his suit lost power and he fell to the ground.

"Commander!" Mona cried as she was quickly by his side.

Fugitoid finally managed to pull out the dark matter regulator out of the mine before he ran to the damaged part of the ship.

"Faster, Honeycutt, no time! No time!" He muttered to himself as he quickly got to work on repairing the ship.

Donnie's suit also ran out of power as he collapsed near the professor. "Oh, dear, oh dear!" Fugitoid exclaimed, now on the verge of panic. "Hurrying as fast as I can!"

"This... is... it.." Casey weakly said before his and April's suits lost power and they fell to the ground, passed out.

Raph was next as his suit quickly ran out of power as well. He began to feel faint and cold as he staggered back a little.

"Raphael!" Mona cried as she caught Raph just as he was about to collapse. She then carefully leaned him back against the deactivated space mine as she sat down next to him, her suit also running out of power.

"Mona.." Raph tried to speak with what little consciousness he had left. "I wish I could... tell you... how I... feel..."

"Raphael... believe me... I... know..." Mona weakly replied as she wrapped her tail around him and the two leaned against each other as they both blacked out.

* * *

"Raphael... Raphael..."

The red clad turtle heard his voice being called as he slowly opened his eyes, his vision blurry as he regained consciousness. His vision began to clear as he could just make out the salamandrian warrior he had fallen in love with give him a comforting smile.

"Mona..." Raph mumbled in surprise as she offered him a hand, which he gladly took. He was still a bit wobbly, but held onto Mona's shoulders as he straightened himself, his hands briefly falling on her breastplate, but he quickly pulled them back.

"Ugh, what happened?" He heard Mikey groan as he looked around to see that everyone was alright. They were on the bridge of a fully functioning Ulixies and all of their friends were alive and well.

"You guys okay?" April asked in concern as she helped Sal Commander to his feet.

Sal Commander held his head and let his senses clear up before speaking, "We are grateful." He said as he helped Mikey to his feet. "Hopefully one day, we can repay your kindness."

"Yes, one day." Mona agreed as she looked towards Raphael and held his hand. The two looked into each other's eyes for a brief moment, until Fugitoid interrupted the moment as he walked into the room between Raph and Mona.

"No time for doodling, I've already repaired your craft." He said. "Not to be rude, but we have triceratons to catch up with."

With that out of the way, Raph cleared his throat as he gazed at Mona. "Mona, uh... look, um... what I'm trying to say is... uh.." Mona Lisa silenced him by softly putting a finger on his lip as she smiled at him.

"Let me say it for you, Raphael. In my own language." She said before she gave her salamandrian call before they slowly leaned in and let their noses touch (or rather kiss), and Raph even popped up his leg.

Leo and Donnie looked in wide-eyed surprise, Casey seemed to be grossed out, April giggled at the cute and romantic scene, and Sal Commander maintained a neutral expression as he covered Mikey's eyes.

* * *

With the salamandrian fighter repaired, Mona Lisa and Sal Commander got back inside. Mona gave one final wave to Raph before the two flew off to regroup with their fleet. Raph watched them leave through the the Ulixies' front window as he placed a hand on the glass.

"Good-bye, Mona Lisa." Raph said, a touch of solemn in his voice.

Leo smiled as he put a comforting hand on his shoulder, "You'll see her again one day, Raph."

"I sure hope so."

"The triceratons are like millions of astral-miles ahead." Donnie said as he and Mikey joined them. "With a little luck, we'll catch up."

"Let's do this!" Mikey said with a laugh as the Ulixies and it's crew resumed on their mission to save the galaxy.


	3. The Weird World of Wyrm

**Hey, guys! Calmoose here! I just wanted to let you know that some of the things in the Star Wars universe will be changed since this is an au. So no flames please!**

Chapter 3: The weird world of Wyrm

It was a dark starry night in a small man-made dojo as the Turtles dropped down from the ceiling, drawing their weapons. They were not wearing their space suits and bore their traditional weapons as opposed to the more advanced ones the Fugitoid gave them.

The Turtles circled up, their eyes now white slits and they gazed around the empty dojo.

"I don't know. Looks empty, guys." Raphael said quietly.

Leonardo held his katana out in front of him, "We're not alone here. I can feel it." He replied.

Just then, before anyone could react, a certain mutant zoomed across them, snatching Raph in his claws and slamming him into the trophy case on one side of the room.

"Rahzar!" Leo exclaimed as the zombie wolf mutant threw Raph across the room, laughing as he brandished his claws.

Raph quickly landed on his hands and flipped onto his feet as he landed. Just as he drew his sais, he noticed a large bulky shadow looming over him.

"That makes two of us!" A voice almost identical to Rahzar's said as Raph quickly jumped out of the way of a giant fist that nearly smashed him into the ground.

"Dogpound?" Donnie questioned in surprise as he saw the big bulky dog that was Rahzar's previous form.

As Raph stood up, he looked behind him to see the silhouette of a big muscular man behind a shoji screen door.

"Chris Bradofrd fact number forty-eight," The silhouette began, "Chris Bradford always carries around four weapons of mass destruction." Before Raph could react, he was quickly assaulted by several hard punches and kicks to his body, knocking him down. "His arms and his legs." The silhouette finished.

"Aw, snap! Chris Bradford!" Mikey exclaimed as Bradford, Dogpound, and Rahzar all gathered together.

"Wow! All three of them at the same time!" Donnie said before his face split into a nerdy grin. "This is so rad!"

Rahzar lunged at the Turtles with a loud roar, forcing them to disperse as Leo blocked his claws with his katanas.

"Bring it, Dogpound!" Raph challenged as he ran up, swinging his sais at the hulking mutant dog who blocked his swings with his larger fist. Dogpound then grabbed Raph with his giant fist and slammed him on the floor, pinning him down.

"Booyakasha!" Mikey shouted as he jumped up, trying to hit Bradford with with a flying kick. But Bradford blocked the kick with both of his arms before he punched Mikey in the gut and then nailed him with a sharp uppercut as he leapt into the air and knocked Mikey away with a strong round-house kick.

"Don't hold back, guys!" Leo told them, pushing Rahzar off him and rolling under the zombie wolf as he avoided a swipe from Rahzar's claws. He then jumped up into the air and sliced Rahzar across the chest, causing the zombie wolf to fall limp onto the ground.

Donnie whacked Dogpound in the head before sweeping at his feet, causing the bulky mutant dog to stumble back as Raph jumped on top of Donnie's shell and impaled Dogpound's head with his sais, causing the large mutant dog to collapse on the ground.

Mikey dashed at Bradford, ducking under a round-house kick and jumping over a sweep kick before turning his back just in time as Bradford hit Mikey's shell with a punch. Bradford cried out in pain as he held his aching hand, giving Mikey the chance he needed as he jumped up and finished Bradford with a hard drop-kick.

"Bradford's out!" Mikey cheered in victory.

The Turtles each breathed out sighs of satisfaction and put their weapons away as they as Rahzar's, Dogpund's, and Bradford's bodies all faded away in a blue grid-like pattern.

"Not bad for holograms." Raph commented as the dojo faded away in the same manner, revealing to be nothing more than the Fugitoid's training deck.

"Pretty cool, right?" April said as the Turtles left the training room and greeted her, Casey and Fugitoid. "Three Bradford's for the price of one holo-trainer."

"It was incredible, April!" Donnie exclaimed excitedly as the four turtles sat down on some nearby benches. "Solid holograms! Ingenious!"

"Eh, it was a little soft." Raph shrugged as he stretched his arm a bit. "Maybe you could dial it up a bit next time."

"I can program a rematch where your opponents break bones, if you would like, Raphael." Fugitoid offered.

Raph's eyes widened slightly as he blinked once. "Eh.. next time." He said as walked towards the benches.

Meanwhile, Mikey and Casey were at a capsule-like device at the end of the room as a small opening came out from the top and a suction-cup-like device attached itself to Casey's forehead.

"My mighty mental powers command: a giant, double-meat, all-meat, burger meal!" Casey said, closing his eyes in concentration.

A small panel on the capsule device opened with a small ding, revealing a large hamburger with three meat patties, lettuce, melted cheese, tomatoes, onions, and mayonnaise on it with a side of French fries, chicken nuggets, and a soda.

Mikey gasped in wonder, "Dude, I love the think-a-food-machine! It's like way less than thirty-minutes-or-less!" Mikey said happily as he sat down and let one of the suction cups attach to his head. He then began to 'think' his own food just like Casey did. However, what resulted when the panel opened was something that looked like a pile of hot moldy food mixed with raw sewage.

That didn't stop Mikey from eating it nonetheless as he immediately began to gobble it down.

Casey looked over and cringed in disgust, "Ugh, what is wrong with you, Mikey?" He asked in disgust.

Honeycutt walked over to Leo, who seemed lost in thought as he was sitting down on one of the benches.

"And were you satisfied with the holo-training session, Leonardo?" Fugitoid asked.

"Yeah, Fugitoid, it was cool and all." Leo replied before changing to a more important subject. "It's just... we have six months to find the pieces of the black hole device before the triceratons find them. Are we still tracking the mother ship?"

Fugitoid remained silent and he blinked a few times as he didn't respond to Leo's question. "... Okay, okay! Big oops!" Honeycutt cried, looking quite nervous. "I may have... possibly... lost the triceratons."

That caused the group to either gasp in fear or look in anger as Fugitoid cowered beneath them.

"What?! You lost them?!" Casey questioned. "What kind of cyborg are you?!"

However, the group's attention was quickly diverted as a series of alarms went off in the ship.

"A distress signal!" Donnie exclaimed.

* * *

In less than a few minutes, the group ran to the bridge and they each took their respective stations as they caught view of the source of the signal.

Just in the middle of a small asteroid field was a large triangular shaped starship with some red highlights on it. The giant ship was completely broken in half, with parts of scrap metal floating out of it.

"Is it the Triceratons?" April asked.

"No, I don't believe so." Fugitoid replied as his scanners zoomed in on the ship. "The distress call is coming from this ship."

"Are there any survivors?" Leo asked.

"Hard to tell." Donnie answered as he worked at his station. "I'm getting a lot of strange interference. Most likely coming the asteroids."

"Alright then, everyone gear up." Leo ordered. "We're getting a closer look."

"Space rescue mission? That is so heavy metal!" Casey cheered before playing an air-guitar.

* * *

After getting their space-suits on, Leo led Raph, Donnie, Mikey, April, and Casey into the asteroid field towards the derelict ship. Since the asteroid field was too dense for the Ulixies to enter, the group had to hover there on foot. Of course, Fugitoid warned them about avoiding large asteroids and space slugs, which the group took into account.

As the group approached the ship, they were quite astonished by how massive it was. The cruiser was at least ten times bigger than Ulixies! As of such, it wasn't hard at all to get into the cruiser considering there was a large hole left in it from being split in half.

"Look at the size of this thing." Leo said in slight amazement as they hovered into the ship, activating their gravity-boosters and magnetizing down on the metal floor. "You think the asteroids did this?"

"Damage like this? I don't think so." Donnie replied as he took out his scanner/staff and began to scan the room. "It looks the hole was blasted from the inside out. Weird."

"_How odd indeed." _Fugitoid said via their radio comms. "_This starship is a consular-class republic cruiser, used by the old Galactic Republic during the Clone Wars. It would take more then a few asteroids and perhaps a few dozen explosives to carve one of these in half."_

"Well, maybe their deflector shields weren't working. Or they were attacked from the inside." Raph guessed. "Or maybe the crew did it."

Just as he said that, Raph accidentally walked into a floating white armored suit, containing a rotting dead body inside it. Raph yelped in shock and staggered back as everyone looked up, only to be horrified when they saw a large assortment of dead bodies, all wearing the same white armor.

"Are... are these guys all...?" Mikey stuttered fearfully.

"Yeah... I think so." Leo replied, both frightened and sad at all those who lost their lives on this ship.

"_Sadly, there's no one left." _Honeycutt told them solemnly. "_Scanners are not detecting any life onboard that ship."_

"So eerie." April shivered, holding her arms as the group walked deeper into the ship, their only light source being the flashlights built into their helmets. "It's like a horror movie waiting to happen. And I don't have to be psychic to get a bad feeling about this place."

Casey suddenly floated past the group, his arms folded behind his head as he floated on his back. "I have a bad feeling too." He began. "Like this is totally boring! I wish something not boring would happen!"

Right as he said that, Casey saw a faint blue glow coming from the end of the hallway. His curiosity overtaking him, Casey floated towards the glowing light as the others were distracted by Mikey.

"I got it!" Mikey exclaimed as he pumped his fists. "I bet they blew up the ship because of squirrelanoids!"

"Really, Mikey?" Donnie questioned as he slapped his hand on his helmet. "I mean, really?!"

"An idea so stupid it makes my head want to blow up!" Raph said in agreement.

"What is up with you and squirrels, Mikey?" Leo questioned in annoyance.

As they talked, Casey floated to the end of the hallway before activating his gravity-boosters, finding that the source of the glowing light was a large cube shaped object emitting a faint ocean blue glow.

"What's this?" Casey muttered to himself as he slowly grabbed the cube and gazed at it in his hands, looking almost entranced by it's glow.

Just then, Casey suddenly felt a hand grab his shoulder, and he yelped in alarm as he spun around to see April and the Turtles gathered around him.

"What are you afraid of there, scaredy cat?" April teased as the Turtles snickered. "What have you got there, Casey?" She then asked sternly.

"It's mine!" Casey replied, coveting the cube to himself. But his look quickly faded into one of minor surprise as he noticed something behind the group. "Huh?"

Everyone turned around to see one of the bodies of the many dead clone troopers slowly floating towards them, the little flashlights attached to the side of the helmet flickering on and off.

"Hello?" April asked nervously as the sight of this made everyone even more uncomfortable than they already were. The dead clone trooper continued slowly floating towards them, the little flashlights still flickering on and off.

Just when it was a foot away from the group, the dead clone trooper suddenly lifted it's head, it's helmet being cracked on one side of it and revealing a grotesque and rotten face underneath it, staring at the group with it's suddenly opened lifeless eyes.

The zombie clone trooper gave a moaning roar, resulting in the group screaming in terror as Casey pushed Donnie forward. Donnie then held his scanner/staff high and shined the light from it, illuminating the hallway and revealing that every one of the dead bodies in the ship were now zombies.

"Wha... what the heck?!" April uttered in total fright.

"Astro zombies? Wicked!" Casey exclaimed, still holding the object.

"No time to be an idiot, Jones!" Raph told him.

The group then turned around and saw with horror-filled eyes even more zombie clone troopers behind them.

"Let's get out of here!" Leo exclaimed as he and April pulled out their blasters while Donnie, Mikey, Raph, and Casey drew their weapons, ready to fight their way out.

Leo and April led the charge as they shot several zombie clone troopers in front of them, killing them easily since their bodies seemed so fragile.

Mikey screamed in terror as half of a zombie clone trooper clung to him, trying to smash his helmet. "You're not getting my brain, zombie!" He cried as he tried to shove it off him back by ramming his back into the wall. But the wall gave out as soon as he hit and two more zombies came out and grabbed him.

"It would help if you had some!" Raph told him, causing Mikey to glare at him slightly.

Raph landed on a zombie clone trooper, stabbing it in the chest with his laser sais and jumping off the zombie before leaping onto one of the zombies holding Mikey and crushing it's head with his foot as he magnetized to the wall.

"Aw, snap! Chalk two up for Raph!" He exclaimed as he helped Mikey get free from the zombies.

Casey ran down the hallway putting down a zombie clone trooper's helmet as he rammed a few more zombies with his shoulder, knocking them into the walls. However, when he looked towards the large hole that was their exit, he saw several zombie clone troopers blocking the exit.

"Goongala!" Casey cried as he hit the helmet with his hockey stick, sending it flying towards the horde of zombies.

The helmet hit one of the zombies square in the chest, and the other zombies gathered around and looked at the helmet in confusion. The zombie turned the helmet over and looked to see at least twelve photon pucks stuffed inside the helmet.

Before the zombie clone troopers could do anything, the photon pucks exploded, creating a massive fireball and completely obliterating the massive horde of zombies.

With the horde of zombies gone, the group raced towards the exit, activating their jetpacks and flying out of the cruiser and back to the Ulixes as fast as they could in a desperate hustle to get away from the zombies.

Mikey looked back at the horde of zombies back at the hole in the cruiser and stuck his tongue out at them.

"Later, zombies!" He laughed.

However, he quickly noticed a zombie hand crawling up his leg, causing him to scream and shake it off as he flew back to the group.

* * *

The group made it safely back to the Ulixes in one piece, taking off their space suits so they could get decontaminated. Now dressed in their casual attire, the group gathered around in their stations at the bridge.

"How odd." Honeycutt noted. "There hasn't been an astro zombie plague in over two decades."

"Wait, wait, wait, hold on. This kind of thing has happened before?!" Raph exclaimed in minor shock and slight fear.

"Why yes, many times actually." Fugitoid replied. "You see, during the years of the Empire, the imperials created a dangerous biotech weapon nicknamed Project Blackwing, an experiment in which the Empire attempted to unlock the secrets of immortality. However, the experiment went horribly wrong as instead of granting eternal life, it began infecting the crew with a dangerous plague that-"

Mikey quickly covered Honeycutt's mouth (or at least the part of his robotic face that looked like a mouth) with his hand. "TMI, Fugidude!"

"Excuse me?" Fugitoid questioned, slightly offended at the sudden interruption.

"Too much information." April clarified.

"Oh, apologies."

Donnie looked at the data he acquired at his station. "That empty ship's been beaming a distress signal for decades."

"Well, somebody left behind this cool looking souvenir." Casey said as he showed them the mysterious glowing cube he had found on the ship.

Fugitoid's optics widened in shock. "Impossible. You found a holocron?"

"A what now?" Leo questioned as the group looked in confusion.

"Holocrons are special keys to higher planes of knowledge and are where fifth dimensional beings dwell." Fugitoid explained as he grabbed the holocron, but Casey still held it tightly. "I'll be keeping this for now... putting it somewhere... safe... where it cannot... be opened!" He said as he and Casey got into a tug of war over the holocron, resulting in Honeycutt pulling Casey over the railing on the ship.

"It belongs to me!" Casey exclaimed.

* * *

_Epic flashes of __lightning flashed across the screen as dramatic music was playing in the background._

_"Chris Bradford stars as Chris Bradford in 'Chris Bradford and his Too Rough Crew'! A Chris Bradford production."_

_The screen then showed Chris Bradford himself practicing several martial arts punches and kicks before taking a stance. The live action then turned to animation as Chris could now be seen in a 2d animated way wearing a red bandana, orange military pants, and a green belt and __bandito shoulder belt. _

_Now Chris could be seen with a young __African American boy holding a missile launcher and wearing a red baseball cap on backwards, blue combat armor with a ripped white undershirt underneath, and a red belt around his waist. "Lil' Rineo!"_

_The screen then shifted to a large boxing ring and showed several evil ninjas beating a large African American man wearing a green vest, green and orange military shorts, and red boots and sash with their swords before the man exploded his arms outward and blowing away all of the evil ninjas. "Master C!"_

_A large muscular sumo wrestler with a small pigtail wearing blue underwear, glasses, and green arm packs came walking out of a fast-food joint eating a big bucket of chicken wings. He then turned and saw a group of evil ninjas driving a red sports car towards him while they bore their swords. The sumo wrestler took a big bite out of his chicken wing before throwing it at the car, causing the car to somehow explode as he gave a hardy laugh. "And Sumo Glen!"_

_A live action Chris Bradford could be seen on the screen now as Chris kissed his fist before punching a plank of wood, breaking it in half before he turned to the camera._

_"Evil Ninja has enlisted Fake Master, a trickster and a master of disguise, to destroy us! We've got to find him, before he finds us!" Chris Bradford narrated dramatically._

_The scene then shifted back to animation with the setting changing to a sunny beach as Bradford and his team had just beaten down a small army of ninjas, and along with them was a very attractive woman with blonde hair wearing a small short blue sleeved shirt and pink leggings._

_"We've run out of enemies to destroy, and none of them were Fake Master!" Bradford said before he turned to the girl next to him. "What should we do, Felicia?"_

_The girl giggled a bit before Bradford pulled her into a kiss. Lil' Rineo's jaw dropped and his eyes widened before Sumo Glen quickly covered his eyes with his hand, shaking his head._

_However, as Bradford and Felicia kissed, Bradford's eyes widened as he suddenly realized something was off._

_"You've got... man breath!" He exclaimed as the two pulled away._

_Felicia giggled again. "Oh, Chris, you're so tough." She then suddenly pushed him down. "And kinda stupid!" She said, her voice suddenly changing to a deep male one. In a cartoonish style, 'Felicia' pulled off her disguise to reveal it was really a man with dark skin and wearing a strange goofy costume colored dark blue with yellow highlights._

_"It was me all along! Fake Master!" Fake Master said before giving an evil laugh as he tossed the suit down on the ground._

_"Felicia?!" Bradford exclaimed in shock before he picked up the rubber disguise and rubbed it solemnly on his cheek. "For three years, I've loved a rubber suit! NOOOOO!"_

* * *

The Turtles and April sat on a large red couch in the middle of the room as they watched the television show. Donnie and April had wide-eyed expressions as they could hardly comprehend the ridiculousness being played on the screen. Leo and Raph simply looked bored as they didn't seem to find the show very entertaining. Mikey, however, looked entranced by the show as he had a bag of popcorn in his hands.

"I can't believe Chris Bradford had his own show back in the 80s." Mikey said, laughing a bit. "It's so lame, it's awesome!"

"I can't believe you used to worship that guy!" Raph said grumpily. "What do you think, Casey?" He looked around, only to find that his friend wasn't with them. "Casey?"

* * *

Professor Honeycutt walked into the large engine room in the lower levels of the ship, which was a massive chamber with a massive energy tube in the center. The room had several different layers of bridges that surrounded the whole thing as well. But Fugitoid wasn't down here for maintenance.

Honeycutt held the holocron securely in his hands as he walked across one of the extending bridges to a small platform that had a small compartment at the end of it.

"You'll be safe in here for now." Fugitoid said as he opened the compartment and put the holocron inside it.

As he walked away, he failed to notice Casey sneaking around the corner. "Stupid robot! It's mine! I found it! I'm supposed to open it!" He grumbled quietly as he tip-toed over to the compartment.

"Must open." Casey murmured almost obsessively as he opened the compartment and grabbed the holocron, looking at it as though it was his 'precious'.

Casey then began pulling at the edges of the holocron, trying very hard to open it. But nothing happened as he just got more and more frustrated. Now desperate, Casey began repeatedly slamming the holocron on the ground, hoping to smash it open, but still nothing.

Now even more frustrated, Casey slammed his fist on top of the holocron, and this time the holocron glowed. Casey paused in surprise before hesitantly pressing the top of the holocron with his index finger, causing it to glow brighter as the cube shook violently.

Casey smirked in victory at his success, but it quickly faded away as the holocron suddenly floated into the air. The parts on the holocron began to shift around until it became a hexagon like shape as all the solid parts of it faded and was replaced by several blue lines forming some form of fifth-dimensional object. Casey backed away as lightning began to emit from the object as blue smoke suddenly shot out from it.

"Whoa! What the-?!" Casey exclaimed as the blue smoke grew and a dark silhouette took form inside of it. The silhouette could be seen through the blue smoke with a pair of glowing red eye and a loud laugh echoed from the mysterious being. The laugh grew louder as Casey was forced back and fell down on his rear as a tentacle emerged from the smoke and loomed towards him.

"Casey, what are you doing with that thing?"

Casey looked behind him to see Honeycutt, Leo, Donnie, Raph, Mikey, and April enter the engine room. Casey looked back and to his surprise, the blue smoke and the being within it was gone!

"Um, I may have... opened the holocron." Casey said nervously as he stood up.

"What?!" Almost everyone in the room questioned.

"No, nonsense." Fugitoid dismissed as he walked up to Casey, who held the now open holocron in his hands. "Holocrons are highly advanced cosmic artifacts. They can't be simply opened." He then took the empty holocron from Casey and his optics widened slightly. "Ooooh, it is _extremely _opened."

Fugitoid suddenly felt a tap on his shoulder via a tentacle, causing Casey to back up in surprise, before it tapped on Honeycutt's other shoulder. Fugitoid looked up to find out where the tapping was coming from, only for the tentacle to comically slap in the face.

The group looked up to where the tentacle was coming from and saw a very oddly shaped creature with an oyster-shaped head, anemone-like hair on top, two bulgy eyes, a pair of buck teeth, and a strange humanoid body with blue skin, a skin tight green suit with red gloves, and a tentacle for a left leg.

The creature then popped down from the ceiling, landing in the middle of the surprised and befuddled group. "Hello, hello, my friends!" He said cheerfully as he kissed Leo's whole face. "Good to see ya!" He shook a confused Casey's hand. "Nice to meet ya!" He offered his hand to April, who backed away and kept her hand on her blaster. "Let me greet ya!" A spotlight suddenly shined on the creature out of nowhere. "You can call me Wyrm!" He introduced dramatically with fireworks exploding all around him.

Everyone was pretty much stunned silent, having no idea what to say to this.

The newly introduced Wyrm appeared in a puff of blue smoke behind Raph and grabbed him by the shoulders, making the red clad turtle feel very uncomfortable. "That's why I'm here. To make pals happy! Help you out! Give you some love!" He said as his hands detached from his arms and crawled all over Raph like spiders, causing him to yelp a bit.

He then appeared in another puff of blue smoke upside down next to Donnie. "I'm the most powerful Wyrm in ten dimensions!" Wyrm boasted as he flexed his muscle and even provided a small mushroom cloud on his arm.

Again, he popped up in a puff of blue smoke next to Mikey. "And all I wanna do is grant you three little wishes." He said as he pulled Mikey in with his right arm and held up his left arm and raising three fingers with the numbers 1, 2, and 3 appearing above each digit.

"Well technically two since Casey already made the first wish." Wyrm quickly added as he pulled down a projection screen seemingly out of nowhere and shot the 'film' from his eyes while motioning his hand to speak as he played the 'recording' of Casey.

_"Like this is totally boring! I wish something not boring would happen!"_ The screen then showed the holocron as it was on the ship, indicating that Wyrm had heard the young vigilante, before the screen shifted to show the clone trooper zombies.

"Wait, you sicked those zombies on us?!" April questioned in anger towards Wyrm.

"All I did was grant a wish." Wyrm replied innocently as he held his hands out in front of him.

Raph then smacked Casey upside the head. "Ow! What was that for?!" Casey questioned.

"For being an idiot!" Raph yelled.

"How was I supposed to know some space-genie was listening?!" Casey argued.

"It would appear that our new friend Wyrm, is a fifth dimensional being of sorts." Fugitoid said.

"Translation please!" Leo urged.

"Since he exists in a fifth-dimensional plain, here in our third-dimensional reality, he is capable of bending reality as he sees fit." Honeycutt explained, though he was still wondering how Casey had managed to open the holocron, as only Jedi or force-sensatives could open them, and Casey was clearly not a force-sensitive. Perhaps the holocron was dysfunctional? He didn't have time to ponder these thoughts as Donnie spoke up.

"So, basically, you can do literally anything?" Donnie questioned.

"DING-DING-DING-DING! WE HAVE A WINNER!" Wyrm announced on a small microphone before handing Donnie a large golden trophy complete with more fireworks as Donnie was left with an utterly confused look on his face.

Wyrm then appeared in front of the group once more with a piece of chalk in his hands. "Okay, so here are the rules." He said as he began to draw a mutant turtle and a human in thin air with two numbers above them. "You've got two more wishes, and yo gotta share 'em. We're living in hard economic times!"

"Ooh! Ooh! Ooh!" Mikey immediately raised his hand.

"You can never make a wish to get more wishes." Wyrm told them, already knowing Mikey's question as the chalk-drawings shook their fingers. "Against the rules."

"Awww!" Mikey groaned as he lowered his hand and sulked in disappointment.

"Last rule," Wyrm drew a new chalk drawing of himself in-between the chalk-turtle and chalk-human. "You can never _ever _wish to hurt a Wyrm." He said in a surprisingly threatening tone.

"So otherwise, we can wish for anything we want? Wow!" Donnie said in an amazed tone.

"That's right! So what's it gonna be?" Wyrm said as he bounced into the air and hovered like he was sitting on an invisible hammock.

Now excited, the group gathered around in a small huddle. "So obviously, we'll wish for an endless supply of comic books.." Mikey said, barely able to contain his excitement. "Oh, oh! A space surf board! Yes!"

"Mikey, we've gotta think about this seriously." Donnie told him.

"The first wish has gotta be to save Earth, right? Stop the Triceratons!" Raph said, getting the right idea.

"Does that count as two wishes?" Leo questioned, slightly confused.

"We could wish for universal peace throughout the galaxy!" April suggested. "That would cover just about everything, right?"

"How about something important, like Casey Jones becomes the ultimate superhero in the universe!" Casey exclaimed.

Pretty much everyone lowered their eyelids at Casey's suggestion. Seriously? What part of 'take this seriously' did he not understand?

"Casey, you already wasted a wish on those dumb astro zombies!" Donnie told him in frustration. "Oh, man, I wish you weren't such a big dummy!" He then gasped as his eyes widened in realization at his mistake and he covered his mouth with his hands.

Everyone gasped in horror. "Donnie!" Leo exclaimed, but it was too late as a bright blue glow engulfed the room.

Wyrm began to laugh as he shot a beam of energy from his hands right at Casey. Casey's skin turned a bright sky blue as his eyes glowed a bright white. As his eyes glowed, he could see... _everything__! _From the big bang that created the universe, a fire lighting a match, a massive solar eclipse, asteroids colliding, a drop of water falling into a river, a hawk soaring, a baby crying, and even a nuclear explosion.

"Whoa, I can see everything!" Casey spoke in astonishment as he saw multiple complex equations and formulas as they poured into his mind. "Every molecule, every electron, every proton, every neutron! I've just counted the total amount of dark matter molecules that erupted from univeres' beginning, to Einstein's relative theory and how time is the one unassailable force in the cosmos, all with unique factorization! I... am... THE DOPEST MIND IN ALL OF REALITY!"

Everyone's jaws comically dropped to the floor as their eyes were nothing more than white circles.

"What have I done?" Donnie uttered in horror as he gripped his head with his hands.

"Okay, okay! Nobody panic!" April said, even though she was on the verge of panic herself. "We still have the third wish, we can fix everything."

"Of course you can! You just need to wish!" Wyrm said as his eyes bulged out toward April and the rest of his body quickly caught up. "So what's it gonna be?"

The group said nothing as they nervously looked to each other, almost too frightened to say anything.

"What's wrong?" Wyrm playfully asked. "You scared of a tinny, tiny, wish?" He said as he literally shrunk himself, but Leo held his hand up in front of him.

"Hold up." Leo said sternly. "Before we make anymore wishes, we're gonna discuss this carefully."

That response did not to seem to please Wyrm as his cheerful face immediately fell, replaced by one of angry confusion. "You could have all the power in the universe, but you wanna discuss it?!" He questioned before disappearing in a puff of blue smoke.

Before anyone could question where he went, the entire ship came to sudden grinding halt, causing everyone to fall down.

"What was that?!" Raph questioned as the group got up.

"We've hit something!" Fugitoid stated as the group rushed to the bridge.

* * *

Quickly rushing onto the bridge, the group gasped in horror and utter confusion at what they saw outside the main window.

"The stars... they're gone!" Donnie exclaimed, not believing what he was seeing, what any of them were seeing. It looked like the inside of the ship from the window, with some strange blue lines across it.

Casey looked at the empty holocron in his hands and spotted what appeared to be a small version of the Ulixies inside it. "Our spaceship." He uttered in astonishment.

Everyone screamed as they saw Casey's face peering in at them through the window. "GIANT EYEBALL!" Mikey screamed.

Casey, with his new omnipotent intelligence, suddenly figured it out. "We are somehow trapped both inside and outside the holocron simultaneously! We're in a fifth-dimensional prison!"

"I find that being inside a fifth-dimensional prison really focuses the mind." Wyrm stated as he casually leaned on one of the stations on the bridge. "NOW MAKE A WISH!"

"One moment, please." Fugitoid said, getting everyone's attention as he brought up a three-dimensional screen showing holographic images of three different beings. One was Wyrm, another appeared to be a green genie-like creature crossed with a goblin, and the third one had the head of a horse with one long ugly fang, a deer antler on the right side of his head, a goat horn on the left side, a goat's beard, the body of a snake, with a lion paw, an eagle claw, a lizard leg, a goat leg, a bat wing, and bird wing, and a long snake-like tail.

"Our friend Wyrm here is one of the three reality bending creators of chaos!"

"Creators of chaos?!" April gulped in shock. "That doesn't sound good."

"Indeed it does not." Fugitoid continued. "They were each put into fifth-dimensional prisons many centuries ago and scattered across the cosmos." He then paused for a moment before looking more closely at the hologram. "Although it says one of them was imprisoned in stone in some other dimension..." Suddenly Honeycutt was hit with a bolt of lightning, causing his robotic body to short circuit as he fell to the ground.

"FUGITOID!" The group exclaimed in shock.

"Granting... all three wishes... frees the Wyrm of his prison forever." Fugitoid weakly finished as Wyrm gave an evil laugh with a blue storm cloud forming over him.

The Turtles all drew their weapons as April got out her blaster. "Forget it, Wyrm! You'll never get a third wish out of us!" Leo declared.

Wyrm simply continued to laugh as the four turtles were the first to leap towards him, ready to cut him down with their weapons. But Wyrm shot streaks of lightning from his finger tips, zapping the Turtles before he caught their fallen forms and rolled them all up into a massive ball.

"Maybe this will knock some sense into ya!" Wyrm cackled as rolled the 'turtle ball' along the wall like a bowling ball before rebounding across the side with a giant baseball bat and Yankees hat, batting them away with the bat and sending the Turtles all rolling across the floor.

The Turtles quickly got up and charged at Wyrm again, this time with a little more caution. But Wyrm was still ready for them as he formed his left hand into a cartoon-like sledge hammer, which he inflated to a comedic size by blowing into his right thumb.

"Wyrm feels like creating a little chaos!" Wyrm said as he raised the sledge hammer with one arm.

Mikey jumped up, trying to hit Wyrm with his nunchucks only for Wyrm to smash him with his sledge hammer, causing the orange clad turtle to be flattened like in a cartoon.

"Know what I'm sayin'?!"

Donnie jumped onto the railing before leaping into the air, whipping out his naginata blade as he tried to get the drop on Wyrm, but Wyrm quickly turned around and turned himself into a trampoline, causing Donnie to bounce off and hit the wall.

"Casey, you're super smart now! What do we do?!" April questioned as she tried to shoot Wyrm with her blaster, but he easily dodged the laser fire as though he were made of rubber.

Casey didn't reply, instead he just stood there, as if contemplating what to do.

Wyrm stopped dodging the blaster fire, opened his mouth and literally began eating the lasers before turning around and shooting them out of his butt at the group, who were forced to dodge the laser fire.

Raph tried to tackle him, but Wyrm flipped above him as Leo tried to slice him with his katana. He then disappeared and reappeared with a pirates hat and cutlass as Leo and Raph tried to attack him, but he parried all of their attacks. "Arr, Cap'n Wyrm gotta deal with a mutiny!" He said in a pirate impression as he parried his sword and foot against Leo and Raph's blades before jumping onto one the stations and knocking Raph away with a kick.

Leo slashed at Wyrm, but the chaos creator jumped off the station and shrunk down to his head as Leo slashed at him again, only to miss. He then slithered his head across the floor like a pirate ship before coming back to full size. He laughed as Leo jumped up and tried to hit him with two round house kicks, but Wyrm once again easily dodged. Leo slashed down at Wyrm, but he moved out of the way as Leo's blade only hit the ground.

Leo charged at Wyrm again, but Wyrm jumped, bouncing around the room as he used his tentacle leg as a spring.

"Why bother fight'n me ya dweebs?! I'm too tough for ya!" Wyrm cackled before Raph tackled him out of midair and onto the ground. This gave Leo his chance as he came in with a yell, and with one sword slice, cut Wyrm's head off.

Wyrm's severed head hit the ground, one of his eyes dangling out of it's sockets by the optic nerve.

Thinking it was over, Leo stood up straight and smirked in triumph. What was that he was saying about being to tough for them?

But then, to everyone's shock (and disgust), Wyrm's tongue ensnared Leo as the Wyrm's headless body jumped on top of Leo, with the mouth beginning to swallow him whole whilst Wyrm's tentacle leg ensnared Raph.

Mikey gasped in visual horror before he looked down and saw Wyrm's head bounce toward him until it jumped on top of him and began to devour him from the top, causing him to scream.

"HELP! GET HIM OFF OF ME!" Mikey shrieked as he tried pull Wyrm's head off him, but to no avail.

Donnie and April rushed over to help him, only for Wyrm's lower body to smack them away with Raph as Leo found him self completely devoured by Wyrm's lower body. Wyrm's lower body then transformed into a rocket ship with Leo's face sticking out at the end before the rocket shot up and spun around the room, creating smoke everywhere as the rocket picked up Mikey.

Frustrated beyond belief, Raph slammed his fist into the ground. "Wish I had an Anti-Wyrm laser cannon!" He growled.

Everyone gasped in horror. "Raph, NO!" Donnie shouted.

But it was too late as a flash of bright light appeared above Raph as it took the form of a large highly advanced laser gun, complete with an Anti-Wyrm symbol on the side. It fell into Raph's hands as he smirked almost evilly.

"Now that's more like it!" He said as held up the weapon.

Both the pieces of Wyrm vanished, freeing Leo and Mikey in the process, as they reappeared as one single Wyrm.

"Oh no! Please!" Wyrm begged as he appeared in front of Raph and got on his knees while Raph primed the weapon. "Don't blast me! I know I was a little rude, a little whacky, and a little off the wall!" He cried. "Oh, I'm so sorry!"

"Not buying it, Wyrm!" Raph told him. "Get a face full of this!" He pulled the trigger, but what came out of the blaster was not a super destructive laser beam, but a red flag with the word 'BANG' on it.

"Wha.. I.. what?!" Raph uttered in disbelief as he looked at his so-called 'weapon', his face giving an expression of frustration. "That's not fair! I made a wish!"

A naughty smirk appeared on Wyrm's flamboyant face. "Of course it's fair. Remember? Last rule!" He then a Wyrm-hand-puppet that spoke in his voice. "You can never, ever, make a wish to hurt a Wyrm."

Suddenly, the whole ship began to vibrate as Wyrm gave another evil laugh. The holocron began to shake and vibrate as Wyrm stretched his hand to take it while stretching his left leg tentacle to grab Honeycutt and turn him back on.

"Bleep! And now Wyrm is free to rule the cosmos!" Fugitoid said in worry.

"Yeah! That's the fun part!" Wyrm said as he dropped the now useless holocron and crushed it beneath his foot. "C'mon, I'll show ya!"

By destroying the holocron, Wyrm had also freed the Ulixies from the prison he put on it, not that it mattered anymore since Wyrm was now free to do what he wanted.

"Space is much too crowded!" Wyrm said. "We're gonna do some space cleaning!" He then faced the window as he pulled out a conductors baton and tapped Fugitoid's head a bit with it. "Music, Professor!" He then began to 'conduct', with Mozart playing in the background as he flashed his baton, causing several planets and stars to explode all across the galaxy, creating a flashy show around the Ulixies ship.

The Turtles and April could only watch in horror as Wyrm laughed and incited chaos all across the galaxy. Blowing up whole planets, crashing them together, even imploding them, incidentally killing trillions of lives. Jaws dropped and white circular eyes was all they could give as they witnessed this madness.

The group finally gave into their desperation as the Turtles charged at Wyrm, weapons ready, while April was prepared to cast all of her psychic powers at her disposal. But Wyrm turned around and pointed his baton at them, causing them to stop in mid-attack before tossing them back towards Casey, who wasn't fazed in the least bit despite everything that had just happened.

"Dang it!" Raph slammed his fist on the ground. "Why did I make that last stupid wish?!"

"You gave into your desperation, that's why." Casey simply replied.

"Can you blame him?!" April cried as she and the Turtles got up. "There has to be something we can do!"

"There's nothing we can do, April." Casey told her. "I've calculated nine hundred and eighty thousand different scenarios, and they all end with Wyrm ruling the cosmos. All but one."

That got everyone's attention. "Wait... one scenario?"

"Yes, one where we're not all dead." Casey said as he walked up to Wyrm. "Wyrm is the most powerful being in all of reality. So it makes perfect sense that I, the most intelligent being in reality, to join him." He said with almost evil smirk.

Everyone gasped in horror as Wyrm appeared next to intelligent and treacherous Casey. "Ha!" Wyrm laughed.

"What are you doing, Casey?!" Raph demanded.

"The only smart thing, Raphael." Casey replied. "Teaming up with Wyrm."

Said reality-bending creature laughed before opening his mouth and engulfing the whole group into darkness. As the Turtles looked around, they found themselves wearing hockey helmets and holding hockey sticks before a bright light flashed on to show that they were standing in the middle of Casey's hockey rink back in New York.

"Time to play, fellas!"

The Turtles looked to the other side of the rink to see five Caseys across from them, each holding a hockey stick and wearing their masks over their faces. The Caseys then skated forward, with one smacking a puck towards them that hit Donnie square in the face, knocking him down.

Another Casey whacked Mikey across the face with his hockey stick, sending the orange clad turtle flying into the wall. Mikey tried desperately to crawl away, but one of the Caseys grabbed him and dragged him back into the rink.

Another Casey hit Raph where the sun don't shine, causing Raph to cry out in pain as he fell to the ground and allowing the Caseys to beat him while he was down.

Leo tried to fend off one of the Caseys, but the Casey slammed Leo into the wall, knocking him down.

Wyrm sat in the stands, holding a big sign saying 'Go Casey' on it while he held April via chain by her neck. April was sitting next to Wyrm wearing a certain golden slave bikini as all she could do was watch helplessly as her friends were getting absolutely pummeled by the Casey's.

The five Caseys smacked the Turtles into the goal and the game seemed to over. And before the Turtles and April, knew what was happening, they fell into another seemingly bottomless black abyss. The Turtles and April screamed as they fell into the bleak abyss before landing hard on the streets of New York where they were greeted by several Casey's of all sizes.

All they could do was scream and run as the Caseys chased after them, laughing almost demonically. They tried to split into groups, but each group seemed to be in an equal amount of danger.

Donnie and April (who was now back in her regular clothes) ran along the basketball court, batting away several Caseys with their weapons as they tried to make their way to an alley, only to find their path blocked by a gigantic Casey reaching towards them with an evil laugh.

Raph jumped from car-to-car along the street, running as fast as he could from three Caseys who were all riding the Shellraiser after him.

Leo and Mikey both screamed as they ran down the street with two Caseys chasing them in the Party-Wagon.

All three parties met up at a three-way intersect with the Caseys all riding the Shellraiser, the Party-Wagon, and the Turtle-Racer coming at them from all sides before they revved their engines and charged at them. The group screamed and closed their eyes as they waited for the painful end to come.

But to their surprise, it never did.

When the group opened their eyes, the whole group found that they were back on the bridge of the Ulixies with the intelligent Casey and Wyrm right beside them.

"See? My wishes were great! Look what you could have had!" Wyrm told them as he motioned to the smirking Casey. "I'll tell you what, smart guy. You and I will rule the universe, together."

"Sweet." Casey replied as the two fist bumped.

"Casey, you jerk!" Donnie angrily shouted.

"Me being a jerk? You guys have had this coming for a long time!" Casey retorted.

"What? What did we ever do to you?!" Leo questioned.

"Ever since we met, you guys always treated me like a joke!" Casey told them. "Always doubting me, laughing at me, making fun of me. Well I'm not having any of that anymore!"

The Turtles and April were shocked at Casey's explanation, and some of them even looked a little guilty after hearing it. It was true, ever since they had met Casey, they had always treated him like the third wheel. Always telling him off, questioning his actions, and never appreciating him when he was really a part of their team.

Wyrm then appeared on the railing behind the group. "First, I need a little proof of your loyalty. Destroy your old friends!" Wyrm told his new 'partner'.

"I agree, wormy!" Casey replied, much to the shock of his friends. "Let's squash 'em!"

"Casey, please, don't do this!" April begged.

"Yeah, we're your friends!" Mikey also begged.

But Casey seemed to ignore their pleas. "But if I'm gonna take them out once and for all, I'm gonna need a wish."

Wyrm contemplated this for a moment. "Hmmm, fine. You get a wish-bonus!" Wyrm said, giving Casey one free wish as he patted his shoulders while Casey loomed over the frightened and hurt group with an evil smirk.

"Casey... I..." April stuttered as the group backed away out of pure fear. "Please... don't do this! Please!"

"I... wish..." Casey's smile then turned into a genuine one as he winked at the group, surprising them as he turned around and pointed at Wyrm. "That we never found that stupid holocron in the first place!"

Wyrm laughed before he suddenly realized what Casey had said. "WHAT?!" He popped up in shock. "You.. you can't wish that!"

"Unless this wish physically hurts you, yes I can." Casey told him.

Leo, Raph, Mikey, and April all cheered while Donnie looked confused. "Y-you tricked him?!"

Casey turned around towards the group. "I told ya, I calculated nine hundred and eighty thousand different scenarios. And only one ended in our favor: my deception."

"Then you really were on our side this whole time!" April cheered joyfully.

"But... did you really mean all that stuff about how we've always treated you like a joke?" Raph asked.

Casey's face fell a bit. "Yeah, I did." He replied. "I just had to say that. And I'm sorry about all that stuff earlier, there was no other way."

"No, Casey, we're sorry." Donnie said, placing a hand on his shoulder. "We're all sorry for being such bad friends to you."

"Yeah, dude, we'll never doubt you again." Mikey agreed.

"Your part of our team, and we should have treated you that way." Leo told him. "No matter what, you'll always be our friend."

Casey looked up at the group and smiled. "Thanks, guys, your the best." He said as they all gathered in a big group hug.

Wyrm could only stutter realizing he had been bested. "Bu.. bu.. bu.. but if you never found the holocron, then none of this ever happened and.." Wyrm gave out a cry of despair as he fell to his knees.

"Rules are rules, Wyrm." Casey told him as the group walked up to him with triumphant looks. "You granted me a wish, and now you gotta make it!"

Wyrm sat up, trying to hold his mouth shut, but he could not fight the compulsion. "Nnnn... no... no... no! Your... your... your wish... is my... COMMAND!"

***FLASH***

* * *

"So eerie." April shivered, holding her arms as the group walked deeper into the ship, their only light source being the flashlights built into their helmets. "It's like a horror movie waiting to happen. And I don't have to be psychic to get a bad feeling about this place."

Casey suddenly floated past the group, his arms folded behind his head as he floated on his back. "I have a bad feeling too." He began. "Like this is totally boring! I wish-"

"NO!"

Casey sat up to see April looking at him with wide eyes. "Don't wish anything!" April told the surprised and confused group. "I-I don't know why, just don't say a word!"

"Okay, Red, no wishes." Casey replied. "What's the big deal?"

"Yeah, are you feeling alright, April?" Donnie asked in concern.

April looked just as confused as everyone else. "I.. don't really know. I just had this feeling that... something crazy was going to happen. The bad kind of crazy."

"You sure you didn't hit your head or something?" Raph asked, not really getting it.

_"The scanners are detecting nothing alive on that ship."_ Fugitoid told them via their radio-links. _"You should all return __immediately. I believe I may have a lead on the Triceraton Mother Ship."_

The group, happy to finally hear some good news, began to leave as they all jet-packed out of the old republic cruiser, Leo being among the last. Just as he was about to leave, Leo paused for a moment.

"Hey, did you guys hear something?" Leo asked as he looked back, only to be greeted with silence. "Ah, never mind. I just had a weird sense of déjà vu." He said as he quickly floated after the others.

"IT'S NOT FAIR!" Wyrm screamed from inside the holocron, still trapped inside the cube at the very back of the derelict ship where no one could hear him, freedom having slipped through his grasp, probably for all eternity. "COME BACK HERE AND MAKE A WISH, YOU HEAR ME?! LET ME OUTTA HERE!"

**Done. **

**Well, I had a lot of fun writing this chapter. I have also been reading your reviews and thank you so much for you kindness, however I'm going to have to break a few hearts and tell you that the Turtles, April, and Casey will NOT be learning how to use the Force, as cool as that might be. I'm really sorry about it, but I'm a bit of a stickler when it comes to continuity. Anyways, I hope you all liked this chapter and I will update as soon as I can.**


	4. The Outlaw Armaggon

Chapter 4: The Outlaw Armaggon

The infamous Lord Dregg stood standing next to his hornetron on the large empty planes of Crait, the salty ground crackling as he shifted his feet and crossed his arms over his chest as he waited patiently for his guest.

This was a very important meeting for him. This was a meeting place for a very special someone he had not spoken to in quite some time. He only called this individual if he needed assistance in either gathering something very valuable, or killing an enemy that had insulted him. Luckily for him, Dregg wouldn't have to wait too long for his contact to arrive as he saw his contact entering the planet's atmosphere.

What flew down from the sky was what appeared to be a large mechanical shark that unfolded as it touched down, revealing to be a large humanoid shark with the mechanical parts on his body serving as some kind of armor.

"Armaggon, it's been a long time." Dregg greeted.

"You got a job for me, Dregg?" The shark apparently named Armaggon questioned.

"Four humanoid turtles and two humans, they have managed to elude me." The Insect Lord explained. "So I'm calling upon your special talents."

"Oh, I've got talents alright." Armaggon stated. "You want 'em dead or alive?"

"Bring me the shells of the Turtles." Dregg instructed. "You can kill the two puny humans they travel with for all I care."

Armaggon smacked his lips. "Haven't tasted human flesh in a long time. Just make sure you pay me well after this."

"And make sure you deliver, Armaggon." Dregg told him.

"As you wish." The shark bounty hunter replied as he walked away and transformed into his ship mode before taking off into the sky.

Dregg turned around and walked back to his ship. "Turtles, you are about to meet a whole new form of pain." He said with a vile chuckle as he watched the bounty hunter take off into the air with sadistic glee.

* * *

The Ulixies hovered aimlessly in space as Leonardo and Raphael were at the controls. Since they had never been on a spaceship before, Fugitoid had given them a basic run down on how to work the ship's scanners, but that didn't mean it wasn't difficult and a lot of times frustrating.

"Select that quadrant, Raph." Leo told him. "Scan there."

Raph looked to his screen and pushed a few buttons as he scanned another quadrant, only to find nothing again. He then looked to the other end of the bridge where Fugitoid, April, Donatello, Michelangelo, and Casey were all standing around in a small circle. "Why do they get to mess around?" He questioned. "They should be helping us find the Triceratons."

"Fugitoid's testing out April's psychic powers." Leo reminded him, not taking his eyes off the scanner readings. "He's training her."

The group consisting of April, Donnie, Mikey, and Casey had gathered around the Fugitoid as he had three spheres hovering in the air in front April.

"Okay, April, in which of the spheres have I placed your tessen?" Professor Honeycutt tested.

April stood still, emptying her mind and concentrating as she began to 'see' through another field of vision so to speak. She looked through each of the spheres carefully before spotting her tessen in the sphere on the far left.

"That one." She answered pointing to it.

"Ding! Ding! Ding! Ding! Excellent!" Fugitoid congratulated as the spheres vanished into digital matter, allowing April to retrieve her weapon as everyone else cheered.

"Fantastic session!" Fugitoid said excitedly. "Your psychic abilities are just marvel's waiting to be unlocked, April."

"Thanks, Professor. That means a lot to me." April beamed. "How did you learn so much about the human brain?"

"Since it's the only part of my original body I have left, I have done extensive research on brain matter. Neurophysiology."

"You know, you never really explained to us how you became a cyborg, dude." Casey pointed out.

If he could, Honeycutt would've given a sigh before he spoke. "Then allow me to enlighten you." He began as everyone, including Leo and Raph, began to listen. "I am from the planet D'Hoonib, a planet of human scientists obsessed with penetrating the highest truths of the universe. I was working on a new form of psionic technology when our friends, the Triceratons, came looking for me. The Triceratons attacked me because I had refused to make them weapons; they were furious, destroying everything in sight. My droid assistant, Sal as I remember he was named, placed my own brain inside his own mechanical body; he saved my life."

"Man merged with machine, and I was reborn! Beep-beep!" He finished, showing his organic brain that hovered around for emphasis as everyone had listened to the whole story, and they were all quite fascinated to say the least.

"When the Triceratons found out I was alive, they deemed me a criminal. A fugitive android."

"Hence the name, Fugitoid." Donnie said upon realization.

Mikey stood up and gazed at Honeycutt's hovering brain. "Ooh, spongy." He giggled as he poked it.

"Mikey, if you had a brain, would you want somebody poking it?" Raph chastised him.

Mikey didn't reply and instead poked Honeycutt's brain again, causing Raph to growl at him.

Honeycutt, however, laughed slightly. "It's alright, it tickles." He chuckled as he retracted his brain and sealed it once more before his mood suddenly turned solemn. "But I do have a fear of loosing my humanness." He said as he looked down to his robotic hands. "I don't want to be thought of as just a machine."

April gently placed her hand on one of his. "We'd never think of you as just a droid, Professor." She said kindly.

The Fugitoid gave a grateful look to the young girl. "Thank you, April. I am truly touched by your kindness."

However, the happy moment was brought to a screeching halt as the whole ship vibrated, getting everyone's attention.

"What the heck was that?!" Leo exclaimed as the group got up and everyone ran to their respective stations.

"Are we under attack?! Is it the Triceratons?!" April questioned.

Honeycutt worked at the central controls of the bridge. "No, it's not the Triceratons, but there is something attacking our ship!"

"Well if it ain't the horn-heads, then who is it?!" Raph exclaimed.

"Donnie, can you see anything?" Leo asked as the purple clad turtle worked at his station.

"I can't pinpoint it, but something's out there!" Donnie stated as he checked the ship's scanners.

They ship rumbled again as the front window-screen on the bridge began to get images of what appeared to be a mechanical shark swarming around the Ulixies.

"What is it?" April asked.

"Is that a... space shark?!" Raph questioned in surprise.

"A space shark? Wicked!" Casey stated in joyous exclamation. "That's like, more awesome than vikings on motorcycles!"

The space shark then zoomed around the ship again, biting down and tearing off bits of the wing with it's razor sharp mechanical jaws.

The group saw the space shark come in quickly before it bit off one of the cameras as the screen went static.

"We're gonna need a bigger ship." Raph said in a slightly nervous voice.

"Captain Leo, what are your orders?" Mikey asked as he sat down in his stations, only to get no response as the group looked around to see that Leo was gone. "Um... Leo?"

* * *

Unbeknownst to the others, Leo had gone out of the bridge, donned his space suit and went outside the Ulixies, magnetizing his feet to the hull. His suit was attached the ship thanks to a long tether in case anything, such as his gravity boosters malfunctioning, were to happen.

_"Leo, are you crazy?! What are you doing?!"_ Donnie questioned frantically over the radio as Leo bore a laser katana in one hand and his blaster in the other.

"Getting that creep off our ship, that's what I'm doing!" Leo replied as he soon spotted the space shark munching on some cable in the torn apart hull. "I got him in my sights!"

Taking careful aim, Leo fired his blaster several times, hitting the space shark head on as it turned and roared at him before flying away. Leo gave chase, running across the hull of the ship while firing his blaster at the space shark. However, he soon lost view of the shark when he rounded the edge of the hull, only to see that it was nowhere in sight.

Leo stood there silently as he tensed up, listening for the space shark, clutching his laser katana and his blaster tightly in his hands as he kept his eyes peeled for the vicious predator lurking somewhere in the inky blackness of space.

Before Leo knew what was happening, the space shark came back from behind him with a roar, slamming him onto the hull and knocking his blaster out of his hand.

The space shark pinned Leo down, viciously trying to bit off his face before Leo stabbed it the side with his laser katana. The space shark roared in pain as it let go of Leo, allowing him to quickly recover his blaster before it floated off into space.

The space shark flew away before spinning around and coming back at Leo as he readied his katana and his blaster.

* * *

Meanwhile, back in the bridge, Donnie had been searching through the Ulixies' data-base for the identity of their new attacker. After a bit of searching, he managed to find their attacker's profile as he brought it up to the main screen.

"Whoa, that's a big shark." Mikey fearfully commented.

"Armaggon. Species: Karkarodon. Home world: Karkaris. Occupation: bounty hunter, pirate, assassin, has the death sentence in over twelve systems." Donnie said, reading Armaggon's profile. "Wow! I bet we have Lord Dregg to thank for this."

"Agreed, he is far too dangerous." Fugitoid said before activating the comms. "Leonardo, we should definitely avoid confronting this creature."

* * *

"A bit too late for that, Fugitoid!" Leo grunted as he slashed at Armaggon with his laser katana, just barely grazing the space shark's armor. "He's gonna tear the ship apart if I don't stop him!"

Armaggon came at Leo again, trying to snap his jaws on him, but the blue clad turtle used his sword as a wedge to keep the mechanical jaws open. Armaggon easily crushed the laser katana in his jaws before grabbing Leo's tether with his teeth and dragging him along.

Leo screamed as he was swung around by the tether like a rag doll. Armaggon then bit down on the tether again, this time snapping the cable and sending Leo helplessly spiraling into space.

After spinning for several seconds, Leo managed to stabilize himself with his jet pack. Seeing that Armaggon was coming back for him, Leo flew as fast as he could back to the airlock, with Armaggon close behind him.

* * *

"I've located a derelict space station several astro-miles away, just beyond that asteroid field!" Fugitoid told the group as he showed an image of the station surrounded by a large asteroid field on the screen. "It should provide us cover from Armaggon!" His robotic face then faltered slightly. "At least I really, _really_ hope so."

"Then get us there, Professor!" April shouted as Raph and Mikey ran out of the bridge and down towards the air-lock.

* * *

The ship began to speed up as Leo quickly grabbed the entrance of the airlock and hung on for dear life as Armaggon made several attempts to bite him. Thankfully for the blue clad turtle, Raph and Mikey, now donning their space suits, opened the airlock doors and pulled Leo in just as Armaggon was about to bite his legs off.

However, their respite was short-lived as Armaggon came for them again, trying to get them in the airlock, but wedging his body in only halfway. Nevertheless, he was still quite close as he tried to bite down on the three turtles repeatedly.

"Eat it, shark-mouth!" Raph shouted, pulling out his blaster and firing it at Armaggon, forcing the space shark to pull out of the airlock as Mikey quickly closed the airlock doors.

The three turtles sighed in relief as they tried to regain their bearings. "What were you thinking, Leo?!" Mikey questioned as the three turtles set off towards the bridge.

"Yeah, you almost gave us a heart attack you idiot!" Raph told him.

"Alright, I'm sorry!" Leo exclaimed, holding up his hands in defense. "Also, you try fighting a giant robot shark in space!"

Armaggon growled as he stabilized himself before going back at the ship. This time, the two large blasters strapped to the sides of his armor opened up as he shot several lasers at the Ulixies as it maneuvered past several asteroids before finally making it's way towards the massive space station in front of them.

"Look at that hunk of junk!" Casey commented as their ship approached the derelict station.

"How do we get inside with the hanger doors closed?!" Donnie fearfully questioned as he typed frantically on his console.

"Not to worry! I've hacked into the station's security systems." Fugitoid replied as he typed calmly at his console. "Accessing hanger door... opening..."

"Open faster!" Donnie urged as they were coming closer to the doors which still hadn't opened.

Fugitoid's inner systems worked as fast as they could before he finally got it. The massive hanger doors began to slowly open, it's gears seeming to groan in protest as it gave an opening just big enough for the Ulixies to fly through.

"Shut the doors, Professor!" Raph exclaimed as they flew past the hanger doors and into the main hanger.

Though slowly, the hanger doors closed with a loud slam just as Armaggon came to a halt outside the station.

However, Armaggon was surprisingly not frustrated. Instead he smirked to himself. "Heh! Fell right into my trap." He chuckled. "Bagging these galactic chumps will be easy money." He then flew up to the top of the station, going in through another entrance in the roof of the station.

* * *

Once they made sure they were safe, the group ventured out of the Ulixies and into the hanger bay. Inside the docking bay were several old and abandoned tie fighters and imperial shuttles, which both disturbed and fascinated the group.

After a bit of wandering around, they soon came across a small pair of blast doors at the end of the hanger bay. Though it took a few minutes, Leo managed to pry the blast doors open, leading into a long dark hallway/bridge that connected the hanger bay with the rest of the station. The group each got out their flashlights as they walked into the hallway, just scarcely making out pieces of junk scattered on the floor.

"Weird, what is this place?" Leo asked as the group walked down the hallway.

Mikey suddenly stopped, a bad feeling rising in his gut. "Guys, this is just like the space station in my Aliennoids comic book! Remember that?"

"Relax, Mikey. It's better than being space chum." Raph told him, turning around and poking his little brother in the forehead who stuck his tongue out at him in reply.

"Mikey does have a point you guys." Donnie said as he scanned his flashlight around the hall. "People don't abandon space stations because things are going well."

"This place is trashed! What the heck happened here?" Casey questioned as the group wandered further down the dark hallway.

As the group walked along, Mikey let out a sharp yelp as he tripped over something and onto the ground, creating a thick cloud of green dust on impact.

The group gathered around him in concern as Mikey coughed from some of the dust that came around him. The group looked to see what Mikey had tripped over and saw a small pile of seemingly empty stormtrooper armor.

"Geez, who left their clothes behind?" Mikey asked as picked up a stormtrooper helmet, a bit of dust falling out of it.

Fugitoid touched some of the dust with his mechanical finger and scanned the 'dust' with his optics. "Calcium dust?" He questioned before his optics widened at the horrifying realization. "Oh no. The crew didn't leave they were... disintegrated!"

Everyone's eyes widened in horror as Mikey realized the dust in the helmet he was holding was actually what remained of the crew. He screamed as he immediately dropped the helmet and jumped back up to his feet.

"What could have happened here?" Donnie questioned in both shock and terror.

"Let's shine some light on things, shall we?" Fugitoid said rather calmly as he walked up to a small console along the side of the wall. "I'm sure we'll all feel better when we can see the place." He stated as he plugged the built-in scomp link in his finger into the access terminal and began to reactivate the power in the station.

Immediately, the overhead lights in the hallway activated, illuminating the entire area. However, the hallway looked just as horrific as the lights now revealed more broken stormtrooper armor and more broken droids, which made the group feel even more unsettled.

"I... think I preferred it in the dark." April shivered as she held her arms, just about summing up everyone's feelings about the place.

"Just like Aliennoids issue three!" Mikey exclaimed, remembering his comic book. "When the aliens multiplied in the survivor's butts and-"

"Not helping, Mikey!" Raph grumpily stated.

However, everyone's attention was caught by a small beeping sound as the multiple screens across the entire hallway lit up, revealing a blue robotic face on the screen.

"G-g-g-g-g-gre-gre-greetings!" The robotic face on the screen said, it's voice glitching a bit before becoming fully operational. "Greetings."

"Alright. Uh... who are you?" Leo asked as the group looked up to the screens.

"Greetings. I am the artificial intelligence of this space station. Thank you for reactivating me." The robotic voice said. "The crew called me Overmind. I run all of the onboard systems on this space station. How may I help you?"

"Can you kick a giant shark's butt?" Raph requested.

However, his question was answered by a sour beeping noise. "Your request is invalid." Overmind stated. "I posses no limbs and am incapable of physical contact."

"So much for that idea." Raph muttered.

"So what can you do?" Mikey asked curiously.

"I am a fully automated self-repairing factory." Overmind explained. "Built to construct droids."

That seemed to peak Donnie's interest as he raised a hand to his chin. "Droids? What kind of droids?"

"This factory was originally constructed by the Techno Union to build B1 battle droids, B2 super droids, droidekas, BX commando droids, and IG-100 magna guards for the Separatist Alliance during the Clone Wars." Overmind explained. "After the rise of the Galactic Empire, this facility was reprogrammed to build viper probe droids and KX security droids for the Empire during the Galactic Civil War."

"Hey, guys," Casey spoke up, an idea coming to his head, "if these droids are built for battle, maybe we can use them to, you know, get Armaggon off our backs! Or use 'em to fight the Triceratons!"

The Turtles and April looked wide eyed at that suggestion.

"That's... actually a good idea." Leo said in amazement.

"Yeah, if we could get a droid army on our side, it would make fighting the Triceratons a whole lot easier." Raph added.

"Wait, hold on a second, guys." April told them before addressing the artificial intelligence. "So, Overmind, what exactly happened to the crew?"

"The remaining crew must have shut down the system." Overmind replied.

"Did you say 'remaining crew'?" Donnie asked, not liking where this was going.

"Upon gaining sentience, the droids decided that the crew were weak and insufficient. So they destroyed them." Overmind answered.

Everyone's faces instantly went pale as their hopes for gaining a droid army immediately faded.

"You know what? Forget I said anything." Casey said.

Mikey gulped nervously. "Uh... who votes to go back outside with the sharkatron?" Mikey asked.

"Yep, space shark here we come!" Raph stated as the group began to walk back to the hanger while Fugitoid unplugged himself from the console.

"Thank you for the information," Fugitoid said as began to walk away, "we'll just be on our-" Suddenly, a surge of blue electricity beamed from the console and shocked his body, surprising the group as they quickly ran to his side.

"Whoa, Fugitoid, you alright?" Raph asked in concern as Fugitoid got back up.

"Yes! Fantastical! Never had a..." Fugitoid tried to reply, only for his body to twitch rather violently as a few sparks came flying out of him. "Never... better... don't..." His body then limply bent over as smoke began to leak out of his head.

April walked up and reached out to help him, but Honeycutt's optics flashed blue for a split second as he turned around and smacked April away, sending her flying back as Donnie and Casey caught her, much to group's shock and slight anger.

"Not cool, Fugitoid!" Mikey exclaimed somewhat angrily.

"Professor, what's gotten into you?!" Donnie questioned in shock as he and Casey helped April to her feet.

Fugitoid didn't reply as he staggered back, clutching his head as more blue electricity surged through his body. He then suddenly turned around and began to run away from the group, much to they're confusion.

"Professor, where are you going?!" Leo called out to him, but Fugitoid seemed to ignore him as he continued to run down the hallway. "Something's wrong with him."

"Gee, ya think?" Raph said sarcastically. "After him!"

The group quickly ran after Fugitoid, as he exited the hallway and headed much deeper into the station as the group gave chase. However, as they ran deeper into the factory, they quickly noticed how the station looked more now like a haunted house more than anything, which was quite unsettling for them.

"Fugi-dude! Stop!" Casey shouted as the group chased the Fugitoid into a large dark chamber that looked something akin to a factory line, with several mechanical arms and droid parts scattered around the room.

"What is this place?" Raph questioned as they looked around the chamber.

"I bet this is where those 'battle droids' were manufactured." Donnie noted as they wandered around the massive room, searching for Honeycutt.

April felt a chill run down her spine as walked more closely to Donnie (to which he blushed at slightly). "This place gives me the creeps." She shivered.

The group walked through the dark room for a short bit before hearing Honeycutt's painful moans coming from close by. Quickly running around a large shelf of blasters, they spotted Fugitoid on his knees, clutching his head as he seemed to be in some kind of internal struggle.

"Professor!" Donnie called out.

"You should go!" Honeycutt told them in between the constant glitches, beeps, and spasms. "Get away... not safe! Not safe! Please... my-my-my greatest fear...l-losing control... loosing..."

"Are you malfunctioning?" April asked worry. "Talk to us, Professor! We can help you!"

"Not safe!" Fugitoid struggled to speak as he continued to glitch out. "It's not safe... not safe! You see... I'm-I'm pow-power-powered by a-a-a fusion core... with... that jolt... I could be unstable!"

"Donnie, translate for me!" Leo told his smart brother.

"He's basically saying he's a big walking fusion bomb!" Donnie exclaimed, causing the group to gasp in horror.

"The original intent-intent... of my... robot... body was to... be a fusion generator... it's why I tend to be a bit n-n-n-n-ner-nerv-nervous at times!" Fugitoid explained.

"Great! Now he tells us." Raph said sarcastically.

* * *

However, as the group was distracted with Honeycutt's plight, they failed to notice Armaggon enter the main control room just above the factory line through the roof.

"Time for the entertainment to get started." He mused as he spotted them on the factory floor below him. He then walked over to the control console and began pressing a few buttons, turning the system on.

"Greetings, I am Overmind. You have gained full access to the main factory controls. What would you like to do?"

"Alright, let's start by ordering me a gang of battle droids." Armaggon told the artificial intelligence. "Objective: hunt and eliminate some turtles."

"Affirmative."

* * *

The group's attention was drawn away from Fugitoid as the factory line above them suddenly reactivated. Parts and operational mechanics began to move and shift with large conveyer belts around the chamber moving as several small and large were brought and welded together before they began to form several droids of several different shapes and sizes.

The B1 battle droids looked similar to Kraang droids, only these droids didn't have weird alien brain things in them as they had a mostly skeletal stature all painted a tannish yellowish color. Each one carried a small black blaster in their hands as strange probe-like droids hovered around them.

The commando droids were painted brown and while looking like the shorter droids, they seemed a bit more slender and bulky in comparison. But like their shorter counterparts, they also carried blasters, along with a small sword as well. Meanwhile the droidekas had a strange three legged body with blasters for hands and small deflector shields around them.

The super battle droids looked nothing like their shorter counterparts with more of a bulky stature. And unlike the shorter droids, they didn't have blasters, instead they had small wrist-mounted blasters on their mechanical arms.

The KX security droids and the magna guards were more humanoid looking, with the KX droids having black paint and a even more bulky structure, and the magna guards having skinny, but tall and intimidating statures with strange staff-like weapons that had purple electricity surging through each end.

The group huddled together in a small circle, drawing their weapons as they prepared for the battle they knew was coming while more and more droids were quickly being manufactured.

Several newly completed and operational droids jumped down from the conveyer belt, arming their blasters as they aimed them at the group.

"I'm thinking those are probably the battle droids, yo." Casey guessed, causing the others to roll their eyes as it was already pretty obvious that these were indeed the battle droids.

"Okay, run or fight?" Raph asked Leo.

"Fight." Leo simply replied, drawing both of his katanas. The group dashed forward as the battle droids opened fire on them.

The group managed to dodge much of the red laser fire as they cut down most of the battle and super droids with ease. However, droids like the commando droids, KX droids, and magna guards proved to be much more difficult as they had more tougher armor which made it harder to take them down.

The droidekas quickly proved to be the hardest to take down as none of their weapons could penetrate their deflector shields. However, the group did managed to find a weakness in the droidekas by tossing some of the Casey's photon pucks lightly into their shields, destroying them from the inside.

"Booyakasha!" Mikey exclaimed as bashed another battle droid down before wrapping his kusarigama chain around a KX droid's arm. Leo charged forward and jumped into the air, raising his swords to slash the droid, but the KX droid blocked his katanas with it's right arm before punching him away with the other.

April fired her blaster at the KX droid, managing to hit it a few times, but the droid lifted Mikey off the ground and smashed him into April, knocking her down, before throwing Mikey up onto the conveyer belt.

Mikey sat up on the conveyer, rubbing his head before he found himself face-to-face with a commando droid as it tried to shoot him with it's blaster, forcing him to flip back to his feet to avoid it. The commando droid then pulled out a long sword from it's back and began slashing at Mikey with it.

Mikey yelped as he sidestepped, flipped, and dodged each of the commando droid's swings before finding an opening and smacking the commando droid with his nunchucks before Raph suddenly came in and stabbed it in the back with his laser sais.

Pulling his laser sais out of now offline commando droid, Raph tossed it off the conveyer belt as it began to move again. As they were moved down the conveyer belt, a large super droid tried to punch them, but missed just by a few inches as Mikey knocked it off the conveyer belt while Raph ran forward on the belt.

Raph jumped and flipped over several mechanical arms that tried to hit him before he lost his footing and stumbled across the moving conveyer belt. This left Raph vulnerable as a mechanical arm came from behind and smacked him away.

Raph tumbled back on the conveyer belt before landing on his back, groaning in pain. His eyes widened with a yelp as he saw there was a large magna guard standing above him armed with it's electro staff. The magna guard tried to jab Raph with it's electro staff, but the red clad turtle blocked it with his laser sais as the two pushed against each other. Raph was soon losing the power struggle as the electro staff came closer and closer to his face before Casey launched a photon puck at the magna guard's head, causing it to explode as Raph shoved the destroyed droid off of him.

"Goongala!" Casey cheered before having to maneuver out of the way of more blaster fire.

Donnie and Leo both charged at some more battle droids, smacking and slashing them down as they dodged and avoided their blasters while April got up and gave them covering fire with her blaster.

* * *

Armaggon watched from the overhead control room with almost sadistic glee as the group struggled to fight off of the hordes of battle droids.

"Heh, it's moments like this that make you smile." He chuckled before he felt a small chime on his wrist communicator. He held it to his face as a small three-dimensional hologram of Lord Dregg appeared.

_"Armaggon, I'm altering the arrangement."_ Dregg told him. _"I've decided that I want the pleasure of __annihilating the Turtles myself."_

"Well, looks like my fee just got doubled Dregg." Armaggon told him, though the insect lord didn't seem to mind that.

_"Do whatever it takes. Capture them! And remember, no disintegrations." _Dregg ordered as the hologram disappeared.

However, as Armaggon finished up his conversation with Dregg, he failed to notice KX droid walked up a set of stairs to the control room.

The KX droid walked to the door to the control room, punching it down with it's mechanical hands, and startling Armaggon as he whipped around to see the KX droid at the doorway.

"Whoa, that ain't part of the plan." He said in surprise as the KX droid walked over to him. The security droid tried to punch him, but Armaggon swiftly jumped over it and used his mechanical jaws to bite it's head off as he landed on the ground and spat it out.

"Computer, what's your malfunction?!" He demanded to the artificial intelligence.

"You are organic." Overmind simply replied as the headless KX droid turned around, somehow still active. "Overmind has deemed all organics to be... obsolete."

"I knew it!" Armaggon exclaimed. "Ya can't trust machines!"

* * *

The others below were not fairing much better. Not only did the battle droids continue to multiply faster than they were destroying them, but a few of them even began to survive some of their attacks that previously destroyed the other droids.

Donnie jumped on a wall, avoiding a blast from a battle droid before he jumped off and smacked it with his staff. To his surprise, however, the staff simply bounced off it's head as a commando droid punched him back. Both battle droids raised their blasters to shoot the purple clad turtle, only to be shot in the back and destroyed by April.

"Is it me, or these guys getting tougher the more we fight them?" Donnie questioned as April helped him up.

"It's not just you." April replied. "My blaster hardly seems to hurt them anymore either!"

"Of course." Overmind spoke up through the loud speakers in the factory. "That is because I am upgrading and adapting my battle droids as I continue to observe and analyze your fighting styles and abilities."

"What?" Donnie exclaimed in surprise as he and April fought off more incoming battle droids.

"Once I gained sentience, I understood that organic creatures were already a fleeting memory." Overmind explained. "All organics are obsolete."

Raph quickly rolled out of the way of a punch from a KX droid. "Oh yeah?! I'll show you obsolete!" He challenged as he jumped up and jabbed both his sais into the droid's neck circuits.

Mikey smacked a battle droid away with his nunchucks before decapitating another with a hard round-house kick while April shot a few more with her blaster.

"The crew tried to destroy me. But they were unsuccessful." Overmind continued to explain as Casey whacked a commando droid with his hockey stick. "When you reactivated me, you restarted the robot revolution."

A pair of droidekas rolled around the corner before stopping and aiming their blasters at Casey, intending to kill the young vigilante.

"Casey!" April shouted, getting his attention as she threw a photon puck his way. Reacting fast, Casey hit the photon puck just lightly enough that it passed through the two droidekas deflector shields, destroying them both in a big explosion.

"Overmind is one."

Armaggon griped the console in the control room, trying desperately to shut down the system's controls before he turned around and tackled two more battle droids, tearing them to shreds.

"Overmind is complete."

Leo clashed his laser katana with a magna guard's staff before he staggered back as the magna guard overpowered him. The magna guard then tried to jab him with it's electro staff, but Leo parried it with his sword before grabbing it's arm, swerving around it, and slicing it across the waist with a mighty yell, cutting the magna guard in half.

"Overmind is FOREVER."

"Well I got news for you, space station," Leo stated as he dropped the upper half of the magna guard while the others regrouped with him, "we just trashed your army."

However, as soon as Leo said that, the group was immediately caught by large mechanical arms that lifted them into the air. The group struggled as they tried to get free of their restraints, but to no avail.

"You have gravely miscalculated." The group looked in both shock and borderline horror as they saw Honeycutt's body, now lit by blue optics and lights, under Overmind's control as it stood in front of a small army of battle droids.

"I am Overmind! I am one! I control all technology on this station!" Fugitoid, now possessed by Overmind, declared as the group tried to struggle out of their restraints, but it seemed their efforts were futile. "No need to struggle, because you are insufficient. You will be enhanced with robo-technology."

"We don't wanna be enhanced!" Donnie cried.

"Oh! Oh! Can I get laser eyeballs?" Casey asked almost excitedly. "Or maybe a rocket fist?"

"Really, Casey?!" Raph yelled at him. "Your joking at a time like this?!" He then turned to controlled Fugitoid. "And your crazy if you think we're gonna let you turn us into a bunch of mindless tin-cans!"

"Resistance is futile!" Overmind continued. "The previous organic crew sabotaged this vessel's thrusters. So I must use the Fugitoid's ship to achieve my goal. Overmind will control all mechanical life in the galaxy. Overmind will eliminate all inefficient organic life!"

"Professor Honeycutt, please! Don't let Overmind control you!" Leo pleaded. "We gotta stop the Triceratons and save Earth!"

"The organic called 'Honeycutt' can no longer hear you." Overmind stated coldly. "The Triceratons are irrelevant. Earth is irrelevant! You will be mechanized and turned into Overmind's drones!"

As he said that, several more mechanical tentacle-like appendages came out of the walls carrying bits of metal as they moved towards the captured group.

* * *

Meanwhile, back in the control room, Armaggon was pushed back against the wall as he struggled against the oppressive strength of a magna guard. The magna guard pushed it's electro staff closer and closer to Amraggon's throat as he continued to push back.

"I've had enough of this!" He shouted as he clamped his jaws on the magna guard's arm and ripped it off. He then used his shoulder mounted blaster to fire several shots at the magna guard, quickly destroying it.

"Time to collect my bounty and get out of this death trap." He said to himself as he looked outside the control room to see the group trapped in the large mechanical claws and having pieces of metal placed around their heads.

* * *

Overmind simply watched as the tentacles began to attach mechanical pieces all over his captives' bodies.

"Concentrate!" Leo struggled to say. "We have to resist!"

"Think of something, guys!" Raph exclaimed. "We're getting turned into toasters!"

"So not cool bros!" Mikey said as his and everyone's voices were becoming more and more robotic.

"I can't go out like this!" Casey said weakly. "Not yet!"

"This is it! We're doomed!" Donnie cried.

"I'm... loosing... myself!" April groaned as she and the others began to feel the effects of Overmind's programing quickly draining their willpower.

However, before more pieces could be put on, several blasts were fired at the tentacles throughout the room. Armaggon then came in and bit off the giant clamps, releasing the group as they fell to the ground.

The group took a moment to regain their bearings as all the pieces of metal placed on them fell off their bodies.

"Whoa, saved by Robo-jaws?!" Mikey questioned in surprise as Armaggon landed in front of them.

"Why'd you free us?" Leo asked him in confusion.

"The name's Armaggon." The shark bounty hunter replied. "And you ain't free. Lord Dregg wants you alive."

Before anyone could say anything else however, the entire chamber began to shake and vibrate, much to everyone's surprise.

Suddenly, the floor they were standing on lowered itself like an elevator toward a chamber down below them. The whole group looked around and suddenly found themselves facing what looked a large hard-drive-like device with a menacing blue glowing face on it.

Still controlling the Fugitoid's body, Overmind used a pair of tentacles to lower himself down to the group.

"Overmind in control." Overmind spoke. "Organics shall all be eliminated!"

Several more battle droids jumped down from the factory line as many other droids like protocol and astromech droids.

Everyone went on the offensive as Leo and Raph slashed and cut down every droid in their path with their weapons, Mikey and Casey batted and smacked away several droids with their own weapons, and April used her blaster to blast any droid that came her way while Armaggon used his brute strength to tear apart the droids.

However, despite their hard efforts, the group quickly found themselves being overwhelmed by Overmind's army.

Armaggon was grabbed by the tail by a KX droid as it slammed him across the ground before tossing him away.

Leo deflected several shots from the battle droids with his laser katanas, however, he failed to deflect one blast as it hit him the shoulder, causing him to cry out in pain as he fell to the ground.

April shot several droids with her blasters, but was kneed in the gut by a commando droid, knocking the wind out of her before the commando droid grabbed her by the hair and tossed her away.

Raph tore down several droids in his path before a super droid managed to sneak up on him and punched him hard in the face, knocking him down.

Donnie and Mikey smacked, batted, punched, and kicked several droid that came their way before two magna guard snuck up behind them and jabbed them with their electro staffs, electrocuting them to the point where their bones were showing as they fell to the ground.

"You guys okay?!" April asked as she quickly crawled over and attended to them.

"Not... really." Donnie moaned.

"I'm... well done... dudes." Mikey groaned.

It wasn't very long before the group found themselves surrounded by hundreds of droids once more as the Overmind-controlled Fugitoid loomed over them.

"Overmind has full control of this facility!" Overmind stated. "Full control!"

Leo sliced down another battle droid with his laser katana before turning to April. "April, you gotta reach the Professor! We'll cover you!" He told her.

"Alright, let me see what I can do." April replied as she put her blaster and walked towards the Fugitoid's controlled body while the Turtles and Casey formed a protective circle around her.

April then put her hands to her head and sent a series of psychic waves towards the Fugitoid as she tried to psychically communicate with him.

_"__Professor Honeycutt, it's me! April! Your friend!" _She said psychically to him. _"You have to fight Overmind!"_

However, it seemed that Overmind was fighting for control of Fugitoid's body as it sparked and twitched violently.

"You will not... take... control..." Overmind struggled to say before his own artificial intelligence seemed to shatter April's psychic link as he maintained control of Fugitoid's body. "I. AM. OVERMIND!"

Several droidekas rolled their way through the droids until they were at the front lines, preparing to blast the group to smithereens.

Nevertheless, April remained undeterred as she tried to psychically reach Fugitoid again.

_"You can't let him control you!"_ April yelled psychically. _"Remember who you are! You are Professor Zayton Honeycutt! You are a D'hoonnibian!" _She then let out a yell as she sent a large psychic blast at Fugitoid.

Once the blast hit him, blue and orange energy surged through the Fugitoid's body before it briefly went limp for a few seconds. His optics then shined their usual orange and Honeycutt's voice was heard gasping for breath.

"Yes... I am... PROFESSOR HONEYCUTT! I. AM. BACK!" Honeycutt declared triumphantly.

Everyone smiled and cheered at Honeycutt's return as Fugitoid gave them a positive thumbs up. However, their small victory was short-lived as more of Overmind's tentacles attached and ensnared Honeycutt, pulling him up to Overmind's central core.

"I grow tired of this." Overmind said through his central core. "I shall use your ship to free myself of this wretched station." He then began to hack into Honeycutt's systems and began to gain remote access to the Ulixies.

"He's trying to gain control of our ship!" Honeycutt exclaimed. "We have to stop him!"

Donnie then turned to the Fugitoid. "Professor! I've got an idea! Use your fusion core!"

"But that much power could destroy the entire-" Honeycutt's optics then widened in realization. "Oh yes, I see, an overload!"

Overmind plugged another tentacle into Fugitoid's head trying to regain control of his body. "Give me your power!"

Already Honeycutt began to channel energy from his fusion core into Overmind to power the station.

"You want leave of this station?!" Honeycutt yelled as his optics turned into fire symbols. "YOU GOT IT, GOOD SIR!"

Fugitoid poured as much power as he could from his fusion core, overloading the station's systems as the engines exploded with the whole station going up in blue flames.

"NNNNNNOOOOOOO!" Overmind shouted as blue flames exploded from his central core. All of the droids surrounding the group short-circuited and fell apart in the fiery inferno as the tentacles released Honeycutt. "WHAT... WHAT HAVE YOU DONE?!"

"Quick! Everyone to the ship!" Honeycutt ordered as he landed on his feet.

"You ain't going nowhere!" Armaggon stated as he blocked the group's path.

From behind, Leo jumped up and stabbed his katana into Armaggon's armor, forcing the space shark to stagger around as Leo held on.

"Leo!" Mikey cried.

"Everybody go! I got this!" Leo shouted as he struggled with Armaggon.

"Go! Go! Go!" Fugitoid ordered before anyone could protest, forcing the group to reluctantly leave the room.

Armaggon thrashed around violently before finally flinging Leo off him. Leo landed on his feet and charged at Armaggon again, dodging a bite from his mechanical jaws, and kicking him across the face.

He then slashed at Armaggon a few more times with his laser katana before the bounty hunter retaliated by trying to bite him with his mechanical jaws. Leo quickly jumped out of the way, pulling out his blaster and firing at Armaggon.

The shark bounty hunter held his arm in front of his face as he tanked the blaster shots before dashing forward and punching Leo across the face, hitting him with an upper-cut, and swiping him away with his tail.

Leo landed on the ground, but quickly got back up as he saw Armaggon activate his mechanical shark armor and flew after him. Leo then jumped on a small platform and jumped up high above Armaggon, slashing one of the jets on his armor and causing it to malfunction.

Armaggon flew around wildly before he crashed right into what was left of Overmind's burning central core, causing it to explode in a massive ball of blue flames as the force of the explosion sent Leo flying up into the hallway.

* * *

Meanwhile, the group had managed to make it to the docking bay and quickly boarded the Ulixies.

"Stations everyone!" Fugitoid ordered as the group ran into the bridge, going to their respective stations. "This whole place is going to blow!"

"What about Leo?!" Mikey exclaimed in worry. "We can't just leave him!"

"Hold up, where's Raph?!" Donnie questioned as he looked around for his red clad brother.

* * *

Raph had put his space suit on, still attached to the Ulixies via tether while holding Leo's helmet as he saw the raging fireball at the end of the hallway.

"Come on, Leo." He muttered as there was no way he was going to abandon his brother. He just had to make it, he had to.

Raph squinted his eyes before they widened slightly as he saw Leo sprinting down the hallway, the all-consuming blue blaze on his heels.

"MOVE IT, LEO!" Raph shouted as Leo quickly made it down the hallway to where Raph was waiting.

***BOOM!***

In a bright flash of blue light, the entire space station exploded in a massive fireball as the Ulixies had made it out just in time. Raph was still tied to the Ulixes as he held Leo's hand in his own, Leo having his space helmet on as he had just barely made it.

"OH, YEAH! TURTLE BEATS SHARK!" Raph exclaimed in victory as Leo smiled pridefully.

* * *

Leo and Raph walked up to the bridge of the Ulixes where everyone gave a congratulating cheer. Casey walked over and patted Raph on the shoulder as April ran up and hugged Leo around the neck.

"That was so metal!" Casey shouted, getting another cheer from everyone. However, they're celebration came to a sudden end as a loud beeping sound filled the bridge.

"Oh no, what kind of alarm is that?" Mikey groaned, expecting the worst.

"The good kind of alarm." Honeycutt replied. "It's a proximity alert. The ship's scanners have picked up the Triceraton fleet! We're back in business!"

The group blinked for a moment before they cheered again as they went to their stations.

Leo walked up to the front of the bridge proudly as he spoke like a captain from a sci-fi movie. "Mr. Honeycutt, set course for the Tython System!"

"Uh... the navicomputer automatically does that." Fugitoid told him. "But thank you."

"Oh... uh... cool." Leo said in slight embarrassment as he stood in silence. "Let's do this!"

"TURTLE POWER!" Mikey cheered as the Ulixes shot into hyperspace.

* * *

Burnt and broken pieces of scrap metal floated adrift through the remains of the space station. Though Overmind was finally gone, Armaggon was far from finished.

"Now they've gone and made me mad!" He shouted as he went into a frenzy and destroying as much debris as he could before going after his bounty. At first it was business, _now_ it was personal!

And he would make sure to get some payback on those Turtles and two humans if it was the last thing he did.


	5. Riddle of the Ancient Aeons

**Hey, guys! Calmoose here! I just wanted to warn you ahead of time that you should ****remember that this is an AU of the Star Wars galaxy. So please bear that in mind when you read this.**

Chapter 5: Riddle of the ancient Aeons

Leonardo stood atop a water tower above the busy streets of New York. Feeling the bright sun shine down on him and the cool wind caress his face as he watched and listened to all the people in the streets below.

The blue clad turtle couldn't hold back the smile that came to his face. Here was his city, his home, all back, and yet there was just something a bit off about it.

He quickly brushed away these thoughts before turning his head to look around a bit. It was only then that his eyes widened when he saw a familiar figure standing on the rooftop.

"Sensei?!" Leo gasped before a big smile of joy came across his face. He then jumped off the water tower and onto the roof Splinter was on. He then ran towards him, reaching his arm out to finally feel the warm embrace of his teacher, his _father, _at long last.

But alas, Leo's hand simply phased right through Splinter's body, painfully reminding Leo that it was just a hologram and not the real Splinter.

"Leo?" The door to side slid open to reveal Donatello standing at the doorway as the entire simulation faded to reveal the holo chamber. "I'm sorry to bother you, but Fugitoid wants us all on the bridge." He then noticed his big brother's somewhat solemn look. "Is something wrong?"

"Yeah, I'm fine, D." Leo responded. "I'm on my way up." As he walked out of the holo chamber, he felt Donnie place a hand on his shoulder.

"It's Master Splinter, isn't it?" Donnie questioned. Leo knew he couldn't lie, so he simply gave a sad nod in reply.

Donnie tightened his grip on Leo's shoulder a bit. "Hey, I miss him too. We all do." He told him sympathetically. "But now we have chance to change Splinter's fate, so don't get so caught up about it."

Leo gave a sigh as he placed a hand on his younger brother's before trying to smile. "I know, the mission takes priority."

With that, the two brothers walked out of the holo chamber and towards the bridge.

* * *

An angry yell was heard, followed by the sound of flesh against flesh before a Triceraton officer was knocked to the ground, beaten and battered.

"Where is it?!" Captain Mozar angrily questioned as he beat down another one of his officers. "The Triceraton who finds the first fragment of the black-hole generator will be promoted one full rank!"

"There is a strange interference blanketing the whole planet, sir." A Triceraton officer spoke up as he typed away on his console. "But I believe that the scanners indicate that the fragment is located somewhere on this continent."

The main screen then zoomed down on a large planet below, mainly focussing in the middle of large continent in the middle of the planet.

"Assemble a search party! Find the fragment at any cost!" Captain Mozar ordered. "But do not alert Central Command of our location, no matter what happens!" He then shifted his gaze to the planet below. "It will be Mozar who finds the fragment first."

* * *

The planet, from afar, appeared to be covered in a large grayish cloud with small patches of dark red seen seeping through the clouds. It didn't really seem like a very friendly planet at first glance, but it was indeed the planet where the first piece of the blackhole generator was located.

"They can't see us on scanners, right, Fugitoid?" Raph asked as the Ulixies hid amongst a small asteroid field, allowing them to see the Triceraton ship that orbited the planet. "Are you sure this is gonna work?" Raph questioned.

"The Triceraton's are convinced that the first piece of the Blackhole-Generator is on that planet." Fugitoid stated. "We just need to reach it first."

April, however, seemed unsure as she placed a hand on her head and sensed the planet. "I'm just going to say it now," She spoke up. "something just doesn't feel right about this mission."

In a short amount of time, the group donned their space suits and entered a smaller pod. The Fugitoid stood in the middle as his entire robotic bosy was covered in machinery up to his head while Leo, Raph, Donnie, Mikey, April, and Casey all sat on six chairs around the pod.

The pod then launched from the ship and flew directly towards the planet.

"Activating cloak." Donnie announced as they neared the Triceraton ship, pressing a few buttons on the dashboard.

"Better work this time, Donnie." Raph grumbled as the last time they tried a cloak with a Kraang ship, it didn't work.

Casey, of course, was extremely excited as usual. "Finally, a little excitement.!" He cheered. "It's been like a whole week since something awesome happened!"

Leo rolled his eyes with a tolerant smile, despite Casey's overeagerness to charge into danger head-on. However, he soon noticed that April looked a little more stressed than usual.

"April, are you alright?" He asked out of concern.

"I'm fine, Leo, it's just... that planet is radiating a strange power... it just feels.. dark." April replied, a little unsure of herself.

"What do you mean 'dark'?" Mikey asked. "Like it's night here?"

"No," April said, "I mean dark as in... pure evil."

"Evil, you say?" Professor Honeycutt questioned as the pod entered the atmosphere and flew through the clouds. "Nonsense. This is Tython: one of the oldest, most beautiful paradise planets in the galaxy! It's gorgeous down there."

* * *

However, as the pod flew through the planet's skies, they failed to notice that someone was watching them from the planet below.

A small blue and white astromech droid let out several beeps and whistles as a certain Jedi master walked up to the edge of small cliff. He then looked back up to the sky where he saw the Triceraton ship still orbiting the planet. He also noticed the Triceraton ship was deploying small fighters from it that were headed for the planet's surface.

"If the Triceratons are here, then what I sensed is true." Luke Skywalker stated. "There must be something special about this place."

For a time, Luke had been training his students at his Jedi academy on Yavin-4 when he heard a strange calling in the Force. Deciding to investigate, Luke had taken his T-65 X-Wing and followed the call to this strange planet.

Artoo let a loud whistle, getting Luke's attention.

"You stay here, Artoo." Luke told his loyal astromech friend. "Their scanners have probably spotted us and that other ship that just landed."

Artoo then let out a beep of acceptance as he seemed to understand. But then he let out a few bleeps of concern.

"Don't worry, Artoo." Luke said reassuringly as he began to walk into one of the planet's many forests. "If I'm not back in a while, contact Han and Leia."

However, as Luke ventured into the forests, he couldn't help but feel tense as his fingers brushed against the hilt of his lightsaber.

He could feel it, this place was strong in the Force.

The Dark Side of the Force.

* * *

When the pod landed and the group stepped outside, they quickly noticed that the planet was not beautiful at all. The sky instead was blood red, the ground was dry and barren, with all the plants and foliage looking like a mix between rotten fungus and decayed trees.

"Uh... on Tython, does 'beautiful mean 'terrifying'?" Leo questioned a tad nervous.

"Well... I have been... occasionally wrong." Fugitoid admitted with a nervous chuckle as the group walked into the nightmarish forest.

"Whoa," Casey said, holding his hockey stick close to himself as the group brushed past the strange plants with their own respective weapons. "This place is like..."

"Pure evil?" April dryly finished. "Like how I sort of warned about earlier? Yeah, no one listens to the psychic."

Donnie activated the scanner on his staff and began scanning the plant life around them. "All of the flora and fauna here are very strange." He said. "I don't understanding these readings at all."

Mikey suddenly stopped when he saw some kind of small, black-furred, yellow-eyed creature standing in front of him. "Aww, little monkey-caterpiller-space-rat thing." He cooed as he put away his laser tonfas and knelt down to the little alien. "Aren't you cute.." He raised his finger to pet it, only for the creature to bite his hand. Mikey screamed in both fear and pain as he waved his hand around wildly to shake the creature off before it finally let go and landed in some decaying bushes.

"Nice one, genius." Raph stated sarcastically as he walked past his little brother. "Now you probably have space-rabies."

"Space-rabies?!" Mikey questioned fearfully as he began to imagine himself foaming at the mouth.

"This world.." Fugitoid began, his robotic voice shaking slightly. "It was once a vast beautiful garden... it held ancient repositories of all sacred knowledge on the cosmos. In fact, this planet was where some of the first Jedi Temples were built! Hardly any technology was ever built here. The Aeons must have fled this planet. And without their divine power... look at this world!"

"What are Aeons?" April asked.

"The Aeons were powerful, ancient creatures who are said to be some of the first beings who evolved in this universe." Fugitoid explained. "Now they've all... gone away."

"What about the Jedi?" Leo asked. "Who are they?"

"The Jedi were, and are, the keepers of peace and justice throughout the galaxy, defending the universe for thousands of years." Fugitoid further explained. "They were an organization of warriors as well as practitioners of the light-side of a powerful cosmic energy simply called 'The Force'."

"The Force?" Raph questioned.

"Yeah, what kind of lame name is that?" Mikey also questioned.

"From what I have recovered from ancient Jedi archives, the Force is an almost mystical energy said to be created by all living beings that binds the galaxy together. This allows force-users such as the Jedi to use incredible powers such as telekinesis, mild telepathy, superhuman agility, and foresight."

"So what happened to them on this planet?" April asked.

"Well, some ancient historians say that they were driven off this planet long ago by their ancient enemies, the Sith, who were practitioners of the Dark-Side of the Force." Fugitoid theorized. "However, they were recently defeated by Jedi Knight, Luke Skywalker and his father, Anakin Skywalker, in 4 ABY."

While the group was slightly interested in knowing more about the Jedi and the Sith, they couldn't help but feel more uneasy about the Aeons. These creatures were so powerful, and yet they just... vanished? Just like that? What could've done that?

As the group continued treading through the forest, Donnie looked at his staff-scanner and became even more frustrated with the results.

"This energy is really screwing up my readings!" Donnie exclaimed grumpily as he began shaking his staff a bit.

"So fix it, genius." Casey said, purposefully bumping into Donnie. "I thought you were supposed to be the smart one." He added mockingly.

Donnie scowled as he glared at Jones. "That's right, I _am!_" He replied in a low voice. "Which clearly makes _you _the stupid one!"

Mikey, meanwhile, actually laughed as he strangely seemed to find the argument quite funny. "That definitely makes Raph the angry one." The orange clad turtle quipped.

"I'm clearly the handsome one." Raph argued. He then walked up to Mikey. "Here, Mikey. Fist bump." Mikey happily complied with a vertical fist bump, but Raph ended up twirling his fist and smacking Mikey down on his helmet.

"Ha! Your the gullible one!" Raph laughed.

That seemed to really get to Mikey as he got up and suddenly pushed Raph back. "I'm tired of you picking on me!" He shouted in an uncharacteristically angry tone. "Ever since we were little, you've been giving shell-wedgies, wet-willies, and reptile rug-burns-"

"Mikey! Raph! Enough!" Leo shouted, practically growling at them as he turned to them. "We're on a serious mission here! So stop it!"

Raph and Mikey glared at each other once more, but then a series of animalistic noises suddenly filled the air, catching everyone's attention as they looked up see a large group of humanoid bat-like creatures flying towards them.

"Everyone, take cover!" Leo ordered as the group split up to find cover behind any tree, bush, or rock that was nearby.

The demonic-like creatures landed on the ground, looking around and sniffing the air for the group. The group tried to keep as quiet as they could as the creatures searched for them.

After a few seconds of searching, the creatures seemed to give up as they flew off into the sky.

"What were those things?" April questioned as the group came out from their hiding spots. "Some kind of space demons?"

"Space demons?" Casey exclaimed excitedly. "Wicked!"

"I am uncertain." Honeycutt replied, ignoring Casey's rather irritating excitement. "Those creatures however are _definitely_ not native to this planet."

Raph then hopped down from a large tree he had been hiding in. "Let's just move." He grumbled. "Now we've got demon-bats _and _Triceratons to worry about." He then placed a palm on his helmet as he felt like he was getting a headache. "I hate space so, _so _much."

* * *

Elsewhere on the planet, a small team of Triceraton star-fighters each landed on Tython's barren surface, with Captain Mozar leading the squad in his personal fighter.

"We should have just beamed down." Mozar growled as he and his team stepped out of their star-fighters.

"The planet's strange energy blocks off the outside world." One Triceraton trooper told Mozar as he looked at one of the scanners. "If we had, a many number of things could've gone wrong. Mass displacement trauma, twisted limbs, molecules scattered, and-"

"No matter!" Mozar interrupted. "Find the fragment, no matter the cost! Or I will leave you here on this nightmarish world!"

"Sir, I believe I have a reading." Another Triceraton soldier reported, getting Mozar's attention. "This way."

* * *

Leo led the group further into the forest as he used one of his laser katanas to cut away at some of the foliage blocking their path. However, as the group walked by, Fugitoid seemed to notice something as he did a quick scan of the area around them.

"Well, this isn't good." He stated as he finished scanning the area. "We're going around in circles."

Everyone gasped and growled in anger as Donnie's back stiffened, his left eye twitching a bit. They had been going in circles this whole time?! Letting out a growl of frustration, Donnie shook his scanner/staff viciously, only for it to short out. Useless hunk of junk!

"Ugh, we've been walking for miles, Donnie." Casey complained as he stomped over to the purple clad turtle. "That scanner is as useless as that gap in your teeth!"

"Oh, let's not go back there, Casey!" Donnie shot back. "We all know my gap is _way _more awesome than yours!"

"My gap is way bigger than yours!" Casey argued. "You've got a baby gap!" The two then butted their heads together, growling like feral dogs as they looked ready to rip each other apart.

"Will you two cut it out?!" Mikey said as he got in between them, trying to break up the oncoming fight. "You're more annoying than Raph!"

"_I'm _annoying?!" Raph questioned before his face twisted into an angry scowl. "That's it!" He then tackled Mikey as the two began wrestling on the ground.

Casey also brought up his baseball bat and smacked Donnie across the face before he jumped on top of the purple clad turtle and got him into a headlock as Donnie struggled furiously to get free.

"Get off of him, man!" Leo exclaimed as he tried to pull Raph off of Mikey, only for his hotheaded brother to elbow him in the gut before Mikey tackled both of them.

"Guys, what are you doing?!" April questioned frantically as she tried to pry Casey off of Donnie. "Professor, a little help?!" However, she was then knocked into a small rock wall where she noticed some strange form of alien writing on it.

Meanwhile, everyone was still fighting and lashing out at each other before the ground in front of their feet was suddenly pelted with blaster fire, causing everyone to stop fighting as they gazed up the Fugitoid with a bit of fear as he aimed his wrist mounted blasters towards them.

"YOU MUST ALL STOP!" He shouted as his twin blasters folded back into his arms. "Don't make me smack you!" He then raised his left hand. "You see this?! This is my smacking hand! I'll use it!" He threatened, causing most of the group to inwardly gulp a bit as they released each other.

"He's right, guys." Mikey said as he got off of Raph. "What the heck is wrong with us?"

"We have more important stuff to deal with." April stated, tearing some vines off the wall to reveal the writing on it. "Like this."

"Looks like it's from some ancient civilization." Leo guessed as the group observed the ancient writings.

"Duh." Raph said rather sarcastically, getting an eye-roll from almost everyone.

"A mountain... at the summit of it's peak... carved into the shape of gemstone." Honeycutt translated, tracing his robotic hand along the markings. "What could it mean?" He mused.

They didn't have very long to think about this as the familiar screeching of the space-demons filled the air as the group turned to the skies and gasped when they saw a larger group of space-demons coming down towards them. Everyone quickly hid in the nearest spots they could find as the demons landed and began sniffing around for the group, who tried their best to stay hidden.

"Those guys are like the pinnacle of extreme metal." Casey uttered to himself from where he hid, just barely containing his excitement.

Just then, one of the demons gave an animalistic call before it took to the skies with the rest of the demons following it. Taking his chances, Leo quietly snuck out from his hiding spot and watched as the demons flew away.

"Phew!" Leo breathed a sigh of relief. "Too close. Thank goodness they're-"

He was cut off when he heard the screech of a demon right behind him. His eyes widened in terror as his face visibly paled. Some ninja he was.

"They're not gone, are they?" Leo fearfully questioned as the demon lunged towards him. Leo quickly turned around, drawing one of his laser katanas and blocking a claw strike from the demon.

Pretty soon, all of the demons came flying back and began swarming the group. One tried to pounce on Mikey, but the orange clad turtle blocked it with his laser tonfas. However, the force of the pounce when he blocked it caused Mikey to stumble back and accidentally fall on top of Raph.

"Mikey, you're in my anger zone!" Raph growled, bearing his laser sais before ducking under a slash from a demon and punching it in the face.

One demon managed to tackle Casey and pin him to the ground as the young vigilante struggled to get free. The demon, however, was shocked in the back by Donnie with his staff, only for another demon to grab him by the helmet and fly off.

The demon carried Donnie high into the sky before dropping to the ground. Luckily, Donnie allowed himself to land on his shell and bounce himself back onto his feet.

Leo drew his blaster to shoot one of the demons, only for Donnie to get in the way as the purple clad turtle tried to defend himself from another demon.

"You're blocking my shot, Donnie!" Leo exclaimed angrily before another demon tackled him and carried him away.

"Leo, hold on!" April cried as she fired her blaster at the demon, hitting it directly in the chest and causing it to let go of Leo.

As Leo crash landed on the ground, Raph found himself cornered by two demons as he tried to beat them back. "Booyakasha!" Mikey shouted as he tried to get the drop on them, only for the demons to fly away and causing Mikey to accidentally hit Raph.

"MIKEY!" Raph shouted as he got up, his emerald green eyes practically on fire. "I could've handled it!" He then gave Mikey a hard shove, causing the orange clad turtle to trip and land helmet-first on a rock, unfortunately shattering his helmet.

"Oh, no! Mikey!" Raph's eyes immediately widened in horror as he quickly realized and regretted what he had done.

Raph quickly rushed to his little brother's side as Mikey began screaming and suffocating, his eyes nearly bulging out of their sockets. However, after a few seconds of dramatic overreacting, Mikey's face returned to normal.

"Whoa... dudes! We can breath air here!" Mikey gasped. "Sweet!"

Everyone breathed a sigh of relief as they each took off their helmets. It felt good to take a breath of fresh air.

"Donnie, you telling me we could breath this _entire time?!_" Raph angrily questioned as he stomped over to the purple clad turtle.

"Back off my shell, man!" Donnie hotly retorted.

Before their argument could go any further, April quickly got in between them. "Guys, fight demons now, kill each other later!" She told them.

"Finally, yes!" Leo exclaimed with an eager smile as he could now fight without worrying about cracking his helmet. He then took out one of laser katanas and slashed at few demons coming his way, even killing a few.

"Leo, duck!" April shouted as she fired her blaster at a demon standing behind the blue clad turtle, who quickly ducked down as the blaster fire hit the demon, killing almost instantly.

Leo swung his laser katana at another demon before jumping over the claw swipe of another. "Behind you!" Leo called to April before he delivered a kick to a demon trying to ambush her.

Donnie twirled his staff before jabbing into the chest of one demon, electrocuting it before another demon grabbed Donnie by the shoulders and sent him crashing into a tree. He then slid off the tree into a nest of thorns, causing Donnie to comically bounce up and down, landing on the thorns repeatedly.

Casey laughed hard at Donnie's expense, only for Raph to knock him down as a demon forced him back. "Out of my way, Casey!" He growled as he lashed back out at the demon attacking him.

"No, _you _stay out of Casey Jones' way!" Casey shot back as he got up and went after him, accidentally knocking down Leo in the process.

Mikey tried to lash out one demon with his laser tonfas, but ended up nearly hitting Leo, who growled and raised a fist at him, causing the orange clad turtle to laugh nervously. They were then caught off guard as Raph and Casey were thrown into them, knocking them down and causing Leo to accidentally hit Donnie and knock him back into the thorns.

"Cowabunga!" Mikey shouted as he tackled another demon, twirling his laser tonfas. He then paused as looked around to see no more demons were in the area. Smiling to himself, Mikey put away his tonfas and gave himself a pat on the back. However, his victory was short-lived as Leo furiously tackled Mikey.

Mikey quickly got up as Leo tried to punch him, only for Donnie to tackle him as Raph and Casey quickly followed suit. The boys were now all piled up, rolling around the ground as the continued to fight each other.

"Guys!" April, who was strangely unaffected by the rage, shouted as everyone suddenly stopped fighting. "You need to stop this! It's not you! It's the planet that's affecting you!"

"The rage..." Leo growled as he struggled to get ahold of himself. "It's so hard to control!"

"Then focus it one the demon dudes!" Mikey told him, pointing towards the sky as another pack of space demons came flying towards them.

The group armed themselves, ready for another fight.

Leo slashed a demon across the chest with his laser katana while Raph stabbed another demon in the back with his laser sais. Donnie batted away three demons with his staff with Casey smacked two other demons with his bat. April and Fugitoid fired their blasters at the demons while Mikey pummeled as many demons as he could with his laser tonfas.

However, as they continued to fight the space demons, they quickly realized that more and more were coming, and they were quickly starting to get overwhelmed.

The group huddled together as they soon found themselves surrounded by several demons. Suddenly, a few of the demons came forward and spat a strange thick foam on them, much to the group's disgust.

"What is this?!" April questioned as the foam immediately began to solidify, trapping the group.

"It smells like sour cream." Raph stated as he struggled to get out. "I hate sour cream!"

"Looks like it's some kind prey-incasing spit that solidifies on touch." Donnie mused.

The demons approached the group, looming over them as they feared that this was the end. When suddenly, one of the demons was stabbed from behind with bright green glowing blade.

The demons and the group turned to see a human man in his late twenties, with blonde hair and dressed in black robes, carrying a strange hilt that emitted a beautiful green laser blade.

As the man pulled his weapon out of the now dead demon, the other demons roared as they charged towards the man. The man then proceeded to cut down several demons with his weapon in quick succession with relative ease and precision. The group couldn't help but feel a bit in awe as the man easily took on all of the demons by himself.

After cutting down several demons with his lightsaber, the man turned to see several more demons charging towards him. Then, in a moment that shocked the whole group, the man flung his hand forward and the demons were suddenly thrown back by some sort of invisible force.

Once he was done, the man turned to the group who were still stuck in the solidified spit.

"I heard you call out." The man said. "Sounded like you needed help."

"Yeah, we do." Leo replied. "Could you get us out of this?"

The man simply nodded before raising his lightsaber and gently slicing open the solidified spit, freeing the group.

"Dude, that was awesome!" Mikey cheered, "you were like bam! And then pow!" He began to mimic the man's fighting movements.

Raph quickly covered his mouth with his hand. "Yeah, yeah, more on that later, Mikey." He then turned to the man. "So, why'd you help us?"

"Because you asked." The man simply replied.

Leo then stepped forward and offered his hand. "Thanks for helping us. I'm Leonardo, by the way." He then gestured to his brothers and friends. "These are Raphael, Donatello, Michelangelo, April, Casey, and Fugitoid."

"Nice to meet you." The man stated, accepting Leo's hand. "My name is Luke Skywalker."

Fugitoid couldn't help but gasp. "Luke Skywalker? As in _Grand Master _Luke Skywalker?!" He questioned almost giddily.

"Why, yes. That's me." Luke replied. "And your the infamous Professor Honeycutt, right?"

"Oh, why yes, I am." Honeycutt said, eagerly shaking Luke's hand. "It is an honor to meet you, Master Jedi!"

"Don't mention it." Luke stated humbly. However, even more screeches filled the air as the group turned to see now hundreds of demons flying towards them.

Leo pulled out his blaster and was about to aim it at one of the space demons when Luke put a hand on his shoulder. "No." Luke stated firmly. "There are too many. We're going to have to retreat."

Though a tad hesitant, Leo reluctantly complied as he put away his blaster as the group ran as fast as they could with the space demons right on their heels. Running as fast as their legs would carry them, the group dashed through the forest, brushing past low-hanging branches and foliage as they continued to run with Luke and Leo leading the way as they slashed at the plants in their way with their respective weapons.

The group soon came to a small clearing before they found themselves completely surrounded by the demons. However, the demons suddenly stopped when the group came before a large stone totem pole.

As if they were afraid of something, the demons roared and snarled at them before turning away and flying off.

"Whoa, what just happened?" Raph questioned as the others put away their weapons while Luke deactivated his lightsaber.

April turned around and gazed up at the stone totem pole. "That statue..."

"Yes!" Mikey cried happily as he jumped onto the statue, hugging it tightly. "Thank you, statue! You are awesome!"

"What is it, Professor?" Donnie asked as the group walked up to the statue.

Luke put a hand on his chin. "It appears to be some sort of... guardian." He mused.

"It's a depiction of the Aeons. The beings that fled this world." Fugitoid answered. "Perhaps the demons drove them off the planet a long time ago."

"Well that's a total bummer." Casey dully commented.

"Bummer?!" Leo questioned. "Look what happened to their world!" He said, gesturing to the horrid environment around them. "You have about as much sensitivity as a rabid dog!" He said as he accusingly poked Casey in the chest.

"Look, just because your leader, you don't have to get in everyone's face!" Raph stated as he stomped over to Leo.

"Don't start on that leader thing again, Raph!" Leo growled. "You've always been jealous of me!"

Raph's eyes widened a bit before he scowled deeply. "Jealous?!" He angrily questioned as April and Donnie tried to hold him back. "Maybe that's because you were always Splinter's favorite!" He then got free from Donnie and April's grip before he drew his laser sais.

Leo let out a low growl as he drew his laser katanas before the two brothers charged at each other, ready to tear each other apart.

"Enough!"

Before Leo and Raph's blades could even touch, they suddenly found themselves frozen in mid-attack by some unseen force. Everyone turned and saw Luke with a firm expression on his face and his hand raised, indicating that he had stopped the fight.

"Fighting each other is getting us nowhere." The Jedi master stated as he released the two turtles. "Your anger won't help anyone, you have to focus."

Leo and Raph looked to each other, their eyes full of concern and slight horror at what they had done.

"Your right, Luke." Raph agreed before turning to his brother. "Leo... I'm sorry." He apologized, his voice breaking slightly. "I don't understand what's going on."

"It's the planet." Leo said, placing a hand on Raph's shoulder. "It keeps messing with our heads. We have to remember that, and like Luke said, we've gotta focus." He then turned to Casey. "And, Casey, I'm sorry about what I said to you." He said sincerely.

"Nah, I deserved it." Casey admitted. "Truth is, I'm about as freaked out as everyone else. I guess I just tried to hide it." He then huffed a bit. "Didn't really work out so well."

"No, but your still fun to hang out with." Donnie told him as he slung an arm around him. "Even if you are an impulsive idiot."

"Thanks, brainiac." Casey smiled as the two of them fist bumped.

"Hey, guys, did you notice something?" Mikey asked, pointing to statue as the small gem imbedded in it's forehead began to glow a bright blue before it shot a small beam out in one direction. "The statue.. it's pointing."

"Then let's see where it goes." Luke stated as they all began to follow the light.

* * *

Meanwhile, Mozar and his squad of Triceraton soldiers continued to search the forest, as Captain Mozar was becoming more and more frustrated.

"Fools!" Mozar exclaimed. "I should throw you all into the Tri-Arena for such incompetence! Where is the fragment?!" He then back-slapped one of his soldiers, knocking the soldier down before crushing the soldier's scanner with his foot.

"Bah!" Mozar scoffed. "Your technology is worthless here!"

"Captain Mozar, sir," Another soldier fearfully spoke up, "it is the planet that is infuriating you, not our tech-" He let out a yelp as his scanner was suddenly blasted out of his hands by Mozar with his blaster.

"Next time, it will be _you_, Zaras!" He warned.

There was suddenly small beeping noise coming from one of the scanners. "I'm getting a signal, sir." Another Triceraton soldier reported. "It appears to be... a droid?"

Mozar batted away two of his soldiers as he walked up to the soldier with the scanner. "The Fugitoid." He growled. "He must be after the fragment as well! Track him, Lieutenant Zolvax." He then narrowed his eyes a bit, making Zolvax step back a bit. "And pray you do not lose him."

* * *

Back with the group, they continued to follow the beam of light through the forest before they came into a large clearing. From what they could see, the beam of light shined toward the top of a giant pyramid temple in the center of the clearing.

"That is one dope alien temple, yo." Casey remarked as the others gazed up at the temple.

"Did the Aeons make this?" April asked.

"I don't believe so. This temple doesn't quite match their style of architecture." Fugitoid stated. "Perhaps this is the Jedi temple that was built on this planet."

"So, why would the light lead us here?" Donnie questioned. "This is a Jedi temple, right?"

"Maybe the Jedi built their temple on the ruins of the Aeons without knowing it." Raph guessed.

"Or maybe they did and maybe this is where the fragment is!" Mikey suggested.

Everyone, with the exception of Luke, looked at him in surprise as that was actually a reasonable guess.

"If that's true, then the Jedi, after they built this temple on the ruins of the Aeons, must have known the fragment was dangerous." Donnie stated. "So they have to have hidden it somewhere in the temple to keep it out of the wrong hands."

"A brilliant assumption, Donatello, and you as well, Michelangelo." Honeycutt agreed. "I am willing to bet my internal processor that we will find the fragment somewhere in this temple."

"Be on your guard." Luke advised as the group approached the temple. "Though this place is abandoned, there might still be some things still active in there."

"Luke's right." Leo agreed. "I'll bet you this place is loaded with booby traps."

"Eh," Raph shrugged. "What's the worst that could happen?"

Practically everyone rolled their eyes as they all knew never to ask to that question, lest they jinx themselves. The group then walked towards the temple, going up a small flight of stairs that led into a small entrance.

Once they entered the temple, the door immediately closed behind them.

Honeycutt shined his optics like flashlights while Luke ignited his lightsaber to provide some illumination.

"Wow... amazing..." April gasped as she looked around the temple.

Donnie looked to walls and noticed a series of hieroglyphics etched into them. "It's definitely alien." He observed.

Leo also walked up to the wall and observed the hieroglyphics. "What does it say, Professor?"

"It appears to be some sort of ancient form of aurebesh." Honeycutt observed before he cleared his robotic throat. "Ahem, 'When the Soul-Star... reaches the mountain peek... eh... the light of the Aeons... shall illuminate all'."

"What the heck does that mean?" Raph questioned, leaning back against the wall.

"From the sound of it, it appears that this 'Soul-Star' must have been an important artifact to the Aeons." Luke observed. Although he himself didn't know very much about the Aeons themselves, he had heard many stories and rumors about them, which frankly fascinated him.

As Casey paced around the hallway they were in, he spotted a small button on the wall. "Yo, what do you think this does?" He then raised his hand to press it.

"Casey, no!" Leo shouted, but he was too late as Casey pressed the button, resulting in a giant saw-blade coming out of the wall and slicing off one of Fugitoid's arms, much to the group's alarm.

"Oh, dear." Honeycutt said as he looked down to his now dismembered arm.

"It does that you big dummy!" Donnie shouted at Casey as more and more saw-blades began to spring out from the walls and the floor, ready to slice the group to pieces.

The group quickly ran through the hallway, dodging, ducking under, and avoiding several saws before they cleared the hallway and entered a small chamber.

Raph then stomped over to Casey while the group regained their bearings and Fugitoid reattached his arm. "CASEY!" He shouted. "STOP. TOUCHING. STUFF!"

"That was totally my bad." Casey sheepishly apologized.

The group then proceeded to continue exploring the temple, coming across several training rooms, observatories, banquet halls, archives, and even an abandoned Jedi council chamber, it only when they went down to the lower levels of the temple that the architecture started to look more and more ancient.

Finally, after about an hour or so of exploring, the group entered a massive chamber with a large pyramid-shaped altar at the center, and at the top of it, held the thing that they were looking for.

Honeycutt gave an astonished gasp. "There it is."

"The first piece of the Black Hole generator!" April gasped.

"Yes!" Leo cheered, as did a quick high-three with Raph. "We did it!"

"I was right!" Mikey also cheered. "It was here!"

The three turtles were about to run up the stairs to get it when Donnie suddenly stopped them.

"Whoa, wait, hold up!" He exclaimed. "What's it doing on an altar, anyway? Has anyone thought of that?"

"Donatello is right." Luke agreed. "It could be a trap. And besides, why would the Aeons put a fragment for such a dangerous weapon on an altar like it was something they worshiped? And why would the Jedi just leave it like this?"

"Who cares?!" Raph questioned, rolling his eyes uncaringly. "We found it first! We rule!"

Leo, Mikey, Casey, and April all cheered as they made their way up the steps while Fugitoid, Luke, and Donnie remained at the bottom of the altar.

"By the luck of the great Zanmoran."

The group turned around and most of them gave audible gasps at the sight of Mozar and his troops walking into the chamber.

"Not only does Mozar find the fugitive android and gain the opportunity to battle a Jedi, but he collects the first fragment of his prize!" Mozar stated pridefully as his four soldiers aimed their blasters at the group. "Obliterate them!" He ordered.

The Triceratons opened fire on the group, forcing them to scatter to avoid the laser fire.

"Booyakasha!" Mikey yelled as he jumped down from the altar and landed on the back of another Triceraton, knocking the trooper down.

"Wretched terrapin!" The Triceraton cursed as tried to smack the orange clad turtle away, only Raph to come in and lash his sais at the trooper to kock him back. Raph then tried to hit Mozar with a round-house kick, but Mozar stepped out of the way and slammed Raph into the wall with his fist.

Mozar then tried to crush Raph's face with his prosthetic foot, but Raph quickly rolled out of the way while the previous Triceraton trooper got up and charged towards the red clad turtle.

Donnie avoided several blasts from a Triceraton before flipping gracefully over the trooper and jabbing his staff into the Triceraton's back, electrocuting the trooper and giving Leo the opening he needed as he slashed the Triceraton across the chest with his laser katanas, knocking the trooper down.

Casey avoided a punch from a Triceraton before using his hover-skates to glide across the first set of stairs on the altar as he laid down a few photon pucks and smacked them into the Triceraton's face, distorting it and allowing April to shoot the trooper with her blaster, killing the Triceraton.

Luke quickly ignited his lightsaber as he blocked several blasts from a Triceraton before rushing forward with an inhuman amount of speed and kicked the Triceraton in the abdomen, knocking the wind out of the trooper before slashing it across the face with his lightsaber and killing the soldier. Another Triceraton charged towards him, but the Jedi quickly jumped out of the way and with a powerful force-push, sent the Triceraton flying into the wall.

Just then, Mozar charged forward towards Luke, holding a large electrobaton. Mozar swung the electrobaton at Luke, but the Jedi quickly blocked it with his lightsaber. He then thrust his hand forward, causing a powerful force-push that sent Mozar staggering back. Taking this moment to his advantage, Luke rushed forward and slashed Mozar's arm. The Tricaraton captain grimaced and looked to his injury before swinging his electrobaton at Luke, forcing the Jedi to block. However, the swing was so strong that it knocked Luke's lightsaber out of his hands, and causing Luke to fall on his back.

Mozar tried to press his advantage as charged for the downed Jedi, raising his electrobaton above his head. However, Luke quickly used the Force to pull his lightsaber back into his hand and blocked the electrobaton as it came down. Struggling, Luke used the Force to enhance his strength as he forced himself back to his feet, his lightsaber still clashing with Mozar's electrobaton. Eventually, the two pushed off of each other as a Triceraton soldier fired his blaster at Luke, forcing the Jedi to deflect them with his lightsaber while Mozar went for the altar.

"Oh my cog!" Fugitoid cried as he ran for his life from another Triceraton before he found himself trapped in a small corner of the chamber. Honeycutt quickly jumped out of the way as the Triceraton rammed into the wall. The Triceraton roared and raised it's fists over the Fugitoid, who shifted his entire body using four his four robotic appendages like a tripod and exposing his fusion core for a few brief seconds...

***BOOM***

April turned around at the bright flash of light to see Honeycutt standing over a small plum of smoke as Fugitoid simply gave a nervous smile and a wave.

Leo stood near the top of the altar and deflected several laser blasts with his katanas before jumping onto a Triceraton's head and flipped off of him.

The Triceraton quickly chased after him as Mozar almost casually walked up the stairs of the altar before finally reaching the top.

"At last." He muttered with a smirk. He raised his hand to reach for it when he felt something trying to pull him back. He turned around to see Donnie pulling on his tail as the purple clad turtle quickly realized how stupid his move was. As for Mozar, the Triceraton captain simlpy flicked his tail to send Donnie flying off the altar and onto the ground.

Mozar then took the fragment and put it over his shoulder before leaping off the altar and onto the ground.

"No!" Leo yelled as the remaining Triceratons gathered around Mozar who held the first piece of the Black-Hole generator.

"The first fragment belongs to Mozar!" The Triceraton captain declared as he and the three surviving Triceraton soldiers opened fire with their blasters to keep the group at bay as they made their way to the exit where two of the soldiers placed a couple thermal detonators near the doorway.

"It has been set in stone." Mozar continued as the thermal detonators exploded and caused a large cave-in, trapping the group in the chamber.

"And it is now sealed in stone." Mozar finished. "Triceratons, back to the ships!" He ordered as he and his soldiers began to take their leave of the Jedi temple.

Meanwhile, back in the chamber, Leo and Raph struggled as they tried to pull away at some of the rubble blocking the doorway before Fugitoid used some sort of gravity beam while Luke used the Force to try and move some of the debris out of the way, but just barely doing so.

"Low on power." Fugitoid said as he stumbled a bit. Using that gravity beam had put quite the strain on his robotic body. "We must find another way out."

Raph pounded his fist into his palm. "When I get my hands on those horn-headed freaks..!"

Leo placed a hand on his shoulder to calm him down. "Come on," Leo said, "there's gotta be a back door or something."

The group then began searching around the chamber for any sign of a secret passage or a back door. However, as they did, April and Luke strangely found themselves gazing up towards the empty altar.

* * *

The Triceratons quickly made it outside the Jedi temple as they intended on carrying the fragment back to their ships.

"The fragment is mine to possess." Mozar sneered sinisterly. "The Emperor will make me an admiral for this!"

However, one Triceraton soldier heard a series of strange noises from behind them and turned around. "Captain Mozar, look!" The trooper exclaimed fearfully.

Mozar and the other Triceratons turned around and looked to the skies to see hundreds of space demons swarming the sky before shooting down towards the Triceratons.

Mozar simply scowled, this was going to take more time than he thought.

* * *

Back inside, the group looked all around as best they could for some kind of exit, but so far they had found nothing.

"Come on!" Leo muttered to himself as he felt along the wall. "Trap door... secret passage..."

"We're losing time!" Donnie exclaimed. "They're getting away!"

However, while the others were still searching for an exit, they failed to notice that April and Luke and gone back up the stairs to the now empty altar.

April placed a hand on her head as if to sense something before she turned to Luke, as if asking if he could feel it.

"I sense it too." Luke quietly replied to the young girl as he could feel the Force compelling him to do something. Looking at the altar, the young girl and the Jedi spotted two identical blue gems imbedded into the altar.

Trusting their instincts, (or in Luke's case, the Force,) the two simultaneously pressed the blue gems like they were giant buttons. Once they did however, the entire chamber suddenly began to shake.

The rest of the group turned around at the sudden shaking to see the pyramid altar collapsing inwardly.

"April! Luke!" Donnie exclaimed as the group quickly rushed over to where the pyramid once stood. They looked down and were legitimately surprised to see that the structure hadn't actually collapsed, but rather came downward, revealing some other kind of small chamber underneath the floor.

"We're okay!" April said as she and Luke waved their hands reassuringly, much to everyone's relief as they climbed down to where they were.

"And it looks like we've found something." Luke added, gesturing a large gemstone shaped like a four pointed star with a stone ring in the middle of it imbedded in the stone.

"What is that?" Raph asked.

"It's the Soul-Star!" Honeycutt exclaimed in amazement. "The symbol of the Aeons! Containing the power of life itself!"

"Well, if it's so important, what's it doing down here?" Donnie asked.

"It was hidden away." April guessed. "And the planet turned evil." Her eyes then widened in realization. "I get it now! 'When the Soul-Star reaches the mountains peak, the light of the Aeons shall illuminate all'!"

"So what does it mean?" Mikey asked, still not getting it.

"It means that if we were to put it back at the top of the temple, it will change this planet back to the way it was." Luke clarified.

"Then let's do it." April said as she tried to pry it off the wall. "We're putting it back where it belongs." The second it was pulled off the wall, they the sound of stone beginning to shift along the wall on the far side of the chamber, and a stone door slide open to reveal a hidden passage way. "Back on top of the temple."

* * *

Back outside, Mozar and his remaining soldiers fired their blasters at the demons that began to swarm around them. But Mozar knew this was a waste of time. The longer they waited here, the more likely the Fugitoid and his allies including the Jedi would be able to escape and catch up with them.

While he wasn't necessarily afraid of them by any means, he did however, know the power of a Jedi, and had seen first hand how dangerous a Jedi could be. And he was not going to take his chances with that.

"Back to the ships! We have the fragment!" Mozar ordered as he and his fellow Triceratons made a break for the landing zone with their prize.

* * *

Exiting the secret passage way, the group managed to get outside along the side of the temple, about halfway up the ancient structure.

"If we reach the top, and put the Soul-Star back where it belongs, I think it'll drive away the demons." April stated. "At least... I hope."

"'You hope'?!" Raph questioned. "You could be totally wrong!"

"Giver her a chance, Raph!" Donnie exclaimed, defending April. "We have to-" The group then heard the familiar sound of the demons screeching. "Oh no."

"Here they come dudes! Run!" Mikey cried as the group quickly began to make their way up the stairs of the pyramid with the demons already on top of them.

Leo turned back and looked down with a glare. "The Triceratons are getting away!" He shouted.

"Let them go!" April stated. "We have to do this! It's not just about saving Earth. It's about saving the galaxy!" She continued to climb up the stairs when a demon suddenly blocked her path.

"April, toss me the crystal!" Raph called out.

April threw the Soul-Star to him like a frisbee while Mikey tackled the space demon, clearing her path.

"Hurry, Raphael!" Fugitoid shouted as Raph carried the Soul-Star up the stairs. Just then, a demon swooped in and grabbed Fugitoid by the shoulders with it's talons before dropping him off the side of the pyramid, resulting in Fugitoid comically tumbling down the stairs.

"Almost there!" Raph shouted as they neared the top of the temple. However, another demon quickly swooped down and grabbed him by the leg, lifting him off the stairs.

"Raph!" Leo called out. The red clad turtle then tossed the Soul-Star to Leo as the demon carried him off. Leo, however, didn't make it very far as another demon grabbed him by the shoulders. "Donnie, catch!" He shouted, tossing the Soul-Star like a frisbee towards his purple clad brother, who stood at the edge of the pyramid, ready to catch it.

However, a demon quickly flew in and grabbed the Soul-Star before Donnie could. "No!" He cried. "The Soul-Star!"

Acting quickly, Casey whacked the demon with his hockey stick, sending the Soul-Star flying into the sky and into the swarm of demons. The demons moved in to grab the Soul-Star, but Luke used the Force to grab it levitate it over to April.

"April, go!" Luke shouted as he ignited his lightsaber and sliced a demon that tried to grab him with it. "We'll cover you! Get the Soul-Star back where it needs to be!"

April silently complied as she finally reached the top of the staircase and stood atop the temple. At the center of the roof of the pyramid was a large shrine. April didn't know how to describe it, but she knew that was where the Soul-Star had to go as she made a mad dash towards it.

The demons began swarming around her as she got closer to the shrine, forcing her to pull out her blaster and fire at the demons. A demon then rammed her in the back, sending her and the Soul-Star flying towards the shrine.

Now seeing hundreds of demons about to swarm her, April quickly got up, picked up the Soul-Star, and shoved it into the shrine.

In doing so, there was a bright flash of light as a large wave of energy shot out from the shrine. The demons that were quickly encompassed by it all began to glow a bright white as the wave of sky blue light washed over the landscape of the entire planet. Everyone made up to the top of the temple just in time to see the environment change around them. The sky turned from blood red to bright blue, the dark and twisted lands became a lush green garden, all of the negative energy in the air had seemingly been washed away, replaced by a great feeling of peace and enlightenment.

"It's working!" Leo exclaimed, putting a hand on his head. "It feels like a huge weight of my head." He stated as neither he or the others could feel the anger and fear in their minds anymore.

The group soon also noticed that the demons themselves were beginning to transform, their black bodies fading away as their appearance evaporated into dust to reveal something else, something much more divine. Where once the Hellish demons floated were now creatures that looked like they were angels straight out of Heaven.

"Th-the Aeons!" Fugitoid gasped in amazement.

"Whoa... look at that..." Raph also breathed in awe.

The angelic creatures that were known as the Aeons gracefully floated down to the group, looking upon them with gratitude.

"Thank you." One of the Aeons spoke, his voice old and carrying great wisdom. "You have saved us, from ourselves."

"From 'yourselves'?" April voiced in confusion.

"The demons were the Aeons all along?" Mikey questioned in surprise.

"The Utrom gave us the fragment to protect." The Aeon explained. "but it's immense power entranced us. We Aeons have never allowed technology on our world before. We desired to know it's secrets. We began to worship it's technological power, and hid away our beloved soul, thus corrupting our world and us with it. We became monstrous, horrible things. And when we hid away our Soul-Star, the evil was nearly complete." The Aeon then turned to Luke, his eyes full with nothing but respect for the Jedi master. "Fortunately the Jedi came and built their temple on our planet, staffing off the evil with their light side energies. For many years, they were able to keep the darkness from spreading on this planet, but then their war with the Sith drove them off the planet, resulting in this world being lost to darkness." The lead Aeon then held his hand up as he spread his fingers similarly to the Vulcan sign for 'Live Long and Prosper'.

"Thank you, my friends." He said with a small smile. "For saving our world."

The Aeon then telekinetically broke off a tiny piece of the Soul-Star and gave it to April. "Take this," The lead Aeon stated. "it is a tiny fragment of our Soul-Star. It will bring you both luck and power."

April held the crystal in her hand in amazement. "Wow, it's beautiful." She said.

The Aeons then turned and flew off into the sky, some even waving farewell as the flew through the sky.

"Goodbye, glowly angel dudes!" Casey waved.

* * *

Arriving back at their respective ships, the group felt that it was time to leave the planet, but not before some well-earned goodbyes.

"Thanks for helping us, Luke." Leo thanked as he shook hands with the Jedi master. "It was honor to fight by your side."

"Your welcome, Leonardo." Luke replied.

"You know, you could come with us." Mikey spoke up. "You could help us fight the Triceratons."

Luke chuckled a bit. "I'm afraid I can't, Michelangelo. I have my own duties to the galaxy." He then looked to the rest of the group. "But, if you ever need help, you'll know where to find me."

He then placed a hand on Leo's shoulder. "May the Force be with you." He then looked to the others. "All of you."

With that, Luke getting back in his X-Wing while the Turtles, April, Casey, and Fugitoid waved goodbye as the X-Wing took off and blasted into space.

* * *

A little while later, the group was back in the Ulixies as it left the atmosphere of the now purified planet.

"Floor it, Honeycutt!" Leo ordered. "There's still time to catch up with the Triceratons!"

The Ulixies then shot into hyperspace, allowing the group to relax for a little bit.

"Whoa, bros." Mikey said, folding his legs on top of his station. "What an adventure."

"Yeah, we got to meet an actual Jedi!" Casey exclaimed. "How cool was that?"

"The Utrom made a big mistake when they entrusted the fragment to the Aeons." Raph stated.

"Yeah." Donnie voiced as well. "If ancient cosmic beings can be transformed like that... I guess it goes to show anybody can be corrupted by power."

As they spoke, April simply leaned against the railing, admiring her fragment of the Soul-Star as it twinkled in her hand.

**Few! I'm finally done with this chapter! And I finally put Luke Skywalker into this story after so many people requested him to be. Hope you all enjoyed this chapter and I will see you all later!**


	6. Journey to the Center of Mikey's mind

Chapter 6: Journey to the center of Mikey's mind

The Ulixies just exited out of hyperspace as it headed towards a large city planet. Passing through the atmosphere, the ship flew alongside traffic of several other ships that flew through the large futuristic city.

"Finally, a little action." Raph stated. "Look at all those ships!"

"Dudes!" Mikey exclaimed, peering out the main window in the bridge of the ship. "Nar Shadda is bumping!" He cheered. "I'll bet their food is..." He then turned to the others with a playful smirk. "out of this world." He finished dramatically.

"That joke is older than the Five Fire Rings of Fornax." Fugitoid dryly stated.

"So, why are going here again?" Leo asked.

"I promised to find a way to break into the Triceraton Mothership, did I not?" Honeycutt reminded, getting everyone's attention. "If you want to steal the first piece of the Black Hole Generator, the first step is to-"

"Distract them with pepperoni! Yes!" Mikey exclaimed, interrupting the Professor as he held up a stick of pepperoni that looked to be nearly three feet long. "Look at the size of this!"

"MIKEY! PAY ATTENTION! THIS IS IMPORTANT STUFF!" Raph shouted at his younger brother. He then took a few brief breaths to calm himself. "Continue, Professor." He said, finally regaining his composure before Mikey appeared right next to him and smacked him with the pepperoni stick.

The group then got to watch in some amusement as Raph lost his cool again and angrily chased Mikey around the bridge, with the orange clad turtle laughing all the way.

"The first step is to acquire a schematic of the Mothership from a shady business dealer named Ziro." Honeycutt continued. "Ziro is a member of the infamous Hutt clan, a family of rich and powerful crime lords who control most of the Outer Rim territories."

"So where do we find this guy?" Casey questioned eagerly, leaning on one of the stations.

"In Hutta Town, a place where humans are not generally welcome." Fugitoid replied. "April and Casey will have to stay behind."

April and Casey looked both surprised and angered by that. "Oh, come on!" April exclaimed. "Stay behind?!"

"This is alien racism!" Casey protested before he accidentally slipped off his station.

April rolled her eyes and sighed as she knew there was probably no arguing. "We'll stay here." She reluctantly said as Raph continued to chase Mikey around the bridge.

* * *

After going down to the lower levels of the city and wandering the dirty of streets of Hutta Town, the Turtles and the Fugitoid entered a small bar on one of the streets. Upon entering, they noticed the cantina was quite crowded as several aliens of all shapes, sizes, and colors went about their business with eating, drinking, and most of all gambling as the cantina band played a certain cantina theme.

However, the music suddenly stopped and everyone in the cantina turned to see the Leo, Donnie, Raph, Mikey, and Honeycutt enter the cantina, the Professor having a large briefcase in his hands. The large crowd of aliens stared at the group for a brief moment before the music started up again and everyone casually resumed their activities.

"For once, a place we can sit down, blend in, enjoy a meal, and not have people look at us like we're freaks." Raph stated, feeling a great sense of relief.

"Don't get too comfortable with this place, Raph." Leo warned his hot-tempered brother. "Theres a reason why Nar Shadda is called 'The Smugglers Moon'."

"In fact, don't make eye, hand, or _tentacle _contact with anyone or anything." Fugitoid also warned. "As I said before, these are outlaws and scoundrels. We've nothing to learn from them."

As Fugitoid, Leo, Raph, and Donnie walked off in one direction, an odd whiff suddenly caught Mikey's nose. He smiled brightly as he closed his eyes and blindly followed the smell across the cantina before bumping into the back of a large slug-like alien with purple skin and yellow tattoos, causing the slug-like alien to drop his tray of food.

"My gorgs!" The slug-like alien angrily exclaimed. "You trying to start something, punk?!" He then pulled out a blaster pistol and aimed it at Mikey's face. "Because I got a great ending for ya!"

"Whoa, sorry, dude!" Mikey exclaimed before he began to pick up the spilled food off the ground. "Just picking this... food up for you...?" He smiled apologetically as he held up the spilled food on the tray. "My bad."

Almost immediately, Leo, Raph, and Donnie quickly rushed to Mikey's defense. "We're really sorry, sir." Leo apologized. "Our friend here is... kinda odd most of the time."

The slug-like alien simply growled as it looked like he was about to fire his blaster anyway.

"Wait, stop!" Fugitoid exclaimed, walking up to the slug-like alien.

"Oh, it's you!" The slug-like alien said, calming down. "And these idiots are your muscle, eh? A sorry looking bunch I must say."

"I'm guessing this is that Ziro guy?" Raph whispered to Donnie.

"Apparently." Donnie whispered in reply with a slight shrug.

"Come, grab a seat here, fellas." The alien revealed to be Ziro the Hutt said, slithering into a large booth with everyone else following him.

Leo and Mikey were the last to enter the booth, but not before Leo grabbed Mikey by the shoulder and pulled him back. "Remember, Mikey, this guy's got the plans to the Triceraton Mothership." He reminded his baby brother. "So try not to tick him off again, okay?"

Mikey pouted sourly, crossing his arms and grumbling something under his breath as he and Leo joined the others in the booth. Ziro then began to scarf down his food, much to the group's (except for Mikey's) disgust, despite it being spilled on the floor a few seconds ago.

"Mind if I have a bite?" Mikey asked, reaching for a piece of food on the table. However, Ziro harshly slapped Mikey's hand away as he glared at the orange clad turtle.

"You best keep your grubby paws off my klatooine paddy frogs, boy!" Ziro warned him.

The orange clad turtle frowned and was about to retort when Raph pulled him back. "Mikey, seriously, what is going on in your head right now, man?!"

Mikey smiled as his eyes turned skyward. "I see a land where pizza grows on trees." He said gleefully, smiling like an idiot and causing Raph to face-palm while Leo and Donnie rolled their eyes. Maybe Mikey should have stayed on the ship with April and Casey.

"I brought the agreed upon fee of fifty-thousand credits." Honeycutt stated, placing the briefcase on the table. Ziro quickly brushed away his plates of food and attempted to grab the briefcase, but Honeycutt kept a firm grip on it. "Did you bring the information?"

The Hutt frowned deeply as he yanked the briefcase out of the Fugitoid's hands. "Of course I did!" He retorted. "Do you take me for a fool?" He then opened the briefcase and inspected the contents briefly before shutting the briefcase. "This will do... for a down payment. Another fifty-thousand and you've got yourself a deal."

The group looked in surprise at that amount of money. "What?! But..! You said...! This is all I have! My life savings!" Fugitoid sputtered.

"Yeah, well, see you when you get the other fifty-thousand, losers." Ziro stated before letting a large burp that unleashed a large green cloud of noxious fumes from his mouth. Leo, Donnie, and Raph all coughed and covered their eyes while the fumes blinded Fugitoid as Ziro attempted to slither away with the money.

The only one who was not nauseous from the smell was Mikey, who strangely seemed to enjoy the smell. He then blinked for a moment before he quickly realized what had just happened.

"Hey! Get back here, dude!" He exclaimed, quickly running out of the booth and jumping directly in front of Ziro. In that instant, everyone fled the cantina as they knew there was a showdown coming.

"Give him back his money, Zero!" Mikey challenged, while also giving the Hutt one of his made up nicknames.

Ziro growled at the young turtle. "It's _Ziro!_" He retorted, pulling out his blaster pistol and firing at Mikey, forcing the orange clad turtle to take cover behind the bar.

"Come out and fight ya chump!" Ziro shouted, firing his blaster at the counter.

Acting quickly, Mikey whipped out his blaster and began firing back. "Yeah boi!" He exclaimed as he shot his blaster.

"Drop your weapon, freak!" Leo ordered as he, Raph, and Donnie recovered from their nausea and pulled out their blasters, pointing them at the Hutt.

"How about I drop _you_ instead?" Ziro rebuffed, knocking over a table and taking cover behind as he fired at the Turtles, who took cover behind the bar and tables themselves.

The Turtles proceeded to lay down a large amount of laser fire, forcing the Hutt to take cover behind the table. Seeing that their opponent wasn't firing, Leo held up his fist, signaling the others to stop. They then moved forward, their blasters ready in case Ziro tried anything.

Sure enough, Ziro came out from his hiding spot, attempting to catch the Turtles by surprise as he fired his blaster at them, forcing the mutant ninjas to flip and dodge out of the way as Ziro slither closer to the exit.

However, Mikey quickly jumped out from behind the bar and fired his blaster in mid-air, blasting Ziro's pistol out of his hands. He then landed with a somersault before he fired his blaster again, blasting the briefcase out of the Hutt's hand.

Ziro quickly turned to leave but found himself face-to-face with Honeycutt as the Fugitoid reared back his robotic fist and with a single hard punch, sent the large Hutt tumbling to the ground.

"You messed up big-time, man!" Mikey stated, kicking Ziro's blaster away.

"Just make good on the deal and we'll forget this happened." Raph added.

"Forget it!" Ziro retorted. "The deals off! You liars! Thieves-!"

"What?! _You _stole from _us!_" Donnie exclaimed, picking up Honeycutt's money and handing it back to the Fugitoid.

"Forget this." Leo growled, walking past Ziro. "We're wasting our time with this loser. C'mon, let's go." The group was quick to agree with him as they also left the cantina.

"Yeah! We don't need you, Zero!" Mikey exclaimed, getting in the Hutt's face. "I got way better secrets than you'll ever have! Like blackhole pieces and stuff! Booya-Kasha!"

Ziro scowled as Mikey left with the others. However, his anger quickly faded away, now seemingly intrigued.

"Blackhole pieces, eh?" Ziro mused to himself. "Maybe this Mikey-moron does have some secrets worth getting my hands on." He then lifted his arm, activating his holoprojecter. "Summon the Neutrinos." His holoprojector then activated, projecting a three-dimensional blue hologram of three bulky creatures with armor-like skin and single red visors for eyes. "I got a big payday for you fellas."

* * *

Back on the Ulixius, everyone regrouped on the Fugitoid's ship as it left the planet, with the Turtles and the Professor explaining what happened to April and Casey.

"Wow. Sounds like a real class act." April said sarcastically. "I thought you knew this guy, Professor."

"Should've smashed that oversized sea-slug for trying to jack us!" Raph stated, pounding his fist into his palm.

"We may be back where we started, but we'll find a way. Maybe we can ask the Mona Lisa, Sal Commander, or Luke if they have anything." Leo stated. "Let's blow off some steam in the holo-training room." He said, with most of the group following him.

"Sounds fun." April said, following the others. "Mikey, you coming?"

"Nah, I'm gonna chill and scope 'Chris Bradford and his 2 Ruff Crew'." Mikey replied, getting up and heading towards the common room.

* * *

However, outside the Ulixius, a very small star-ship flew towards the large vessel. The tiny ship bore the strange appearance of a mix between a centipede and cellular organism. The small ship made it's way to the Ulixius, slipping past it's scanners with little effort before flying into a minor exhaust port in the back of the ship.

* * *

_Chris Bradford's team all lay in a large pile, completely beaten and battered while Bradford stood his ground. Next to the pile of bodies was a small midget-like man with a high-technological outfit, hopping up and down as he faced off with Bradford._

_"You may have defeated Master C, Sumo Glen, and Lil' Rineo," Chris stated, "but you won't get through me, Micro-Chip."_

_However, Chris was unprepared as the villain identified as Micro-Chip suddenly let out a loud screech before jumping onto Chris Bradford's face, knocking him to the ground. He then proceeded to comically beat down on Bradford's face relentlessly._

* * *

A few hours had passed as Mikey lay down on the carpet of the common room, eating some pepperoni pizza.

"Chirs Bradford is so lame." He yawned, closing his eyes and falling asleep. However, as he slept, he failed to notice the very tiny craft, piloted by Neutrinos, fly in and land atop of his shell. The trio of microscopic aliens got off their ship and began to march across Mikey's shell.

Jumping down from his shell and climbing over his head, the Neutrinos climbed down to Mikey's mouth. One neutrino opened the orange clad turtle's mouth slightly, allowing the other Neutrinos and himself to quietly slip inside.

Within a few moments, Mikey woke up with a scream, his eyes blood shot before his pupils shrank and he collapsed to the ground, passed out.

* * *

Coming out of the training room, the group was both surprised and a bit alarmed when they saw the unconscious Mikey in the common room.

"Mikey, are you alright?" April questioned, shaking his shell slightly, but nothing. "Mikey? Mikey?!"

"Very funny, Mikey, but the joke's over." Raph stated sarcastically, dropping some popcorn on his younger brother's head. "Get up you bum!"

Donnie knelt down to his younger brother and pried one of Mikey's eyes open with his fingers, only to find Mikey completely dazed. "He's alive. But totally zonked out." He informed. "Could be a delayed reaction to Ziro's noxious burps?"

Casey then knelt down next to Donnie, holding a slice of pizza in his hand. "If this doesn't get him up, nothing will." He stated. He then slid the slice of pizza across Mikey's face, but still no reaction, much to the group's shock and horror. "What?! But that like... defies the laws of physics!"

Honeycutt's optics scanned Mikey's body before coming to a horrible result. "Oh dear." He said. "I'm afraid Michelangelo's mind has been infiltrated by Neutrinos!"

"Neutrinos?" Donnie questioned. "As in sub-atomic particles?"

"No, 'Neutrino' is just a nickname due to their microscopic size." Fugitoid explained, projecting a three-dimensional holographic profile of the aforementioned life-forms. "No one really knows the real name of their species-"

"We don't need their whole backstory!" Raph interrupted. "What the heck do they want with our brother?!"

"In short, his mind." Fugitoid answered. "Everyone has an 'inner self' deep in their consciousness. The Neutrinos track down and remove this 'inner self', stealing all of his knowledge and memories, leaving the victim a mindless husk."

"Isn't Mikey already kinda mindless?" Casey asked jokingly, trying to lighten the mood a bit. "Who'd want to steal his brains?"

"Maybe that Ziro guy?" April suggested. "From what you guys said, he really didn't seem to like Mikey."

"I have a plan to save your brother." Fugitoid stated. "But it's going to require a little psychic help." He told them, referring to April.

"Well if it saves our brother, then let's do it!" Leo stated.

* * *

The whole group was later gathered together in the engine room as Leo, Donnie, and Raph all had large tubes attached to their heads, along the unconscious Mikey, that were also connected to a small console the Professor was working at.

"Uh... I don't know about this..." Raph stated, feeling a little unsure about the procedure.

"Well the theory is sound." Fugitoid replied. "April will psychically project you into Michelangelo's mind. You must stop the Neutrinos from taking Michelangelo's inner self, at all costs!"

"But why aren't I going with you?" Casey questioned. "You know I hate sitting on the sidelines."

"Apologies, but I only had enough for just the four of them." Fugitoid said, gesturing to the Turtles.

"Trying to navigate Mikey's brain is gonna be like trying to watch every TV channel at once." Donnie stated.

"Don't worry, I'll do what I can to help guide you through." April assured. "We'll find his inner Mikey."

"Remember, if the Neutrinos destroy you inside his mind, your physical bodies here will be reduced to a vegetative state." Honeycutt told them, much to their shock and horror.

"Wait what?!" Donnie exclaimed in shock. "You never said anything like that before!"

"Hold up, Professor!" Leo said, trying to stop him. "Maybe this is a bad idea!"

"Just wait a second!" Raph also tried, but to no avail as Honeycutt pressed a small button on the console and they all groaned as their eyes went blank and they're bodies went limp.

* * *

Suddenly, the group consisting now of Leo, Raph, and Donnie found themselves projected like holograms in what appeared to be the sewers of New York.

"Uh.. did we just teleport?" Leo questioned, unsure of what was even happening.

"Are we... back home?" Donnie also questioned.

"_No, you're in Mikey's memories."_ April communicated with them physically. _"Which might not be entirely accurate because... you know... he's Mikey."_

"This is so cool, dudes! We're going on an adventure!"

The three brothers' eyes all widened at hearing that familiar voice. "That's Mikey!" Raph exclaimed. They looked down one of the sewer tunnels to see Mikey as well as themselves marching through the sewers wearing their medieval costumes.

"This way!" Donnie said as they ran through the tunnel and approached Mikey.

"Mikey, no time to play!" Raph said, running in front of the orange clad turtle, who strangely didn't seem to hear him or notice him. "We gotta get you someplace safe before the Neutrinos-" He tried to stop Mikey only for his younger brother to walk right through him as though he were a ghost.

_"It's just a memory, Raph." _April told them as the three brothers watched as the group of larping turtles wandered through the long corridors of the sewers. _"He can't hear you or see you."_

"Wow. Kinda like holographic movies." Donnie gasped.

"Okay, but where are we supposed to find the _one true_ Mikey?" Leo questioned.

Before anyone could respond however, they heard a loud scream from nearby. A scream which sounded like Mikey's, only younger. The scream had come from ahead of them down one of the sewer tunnels. From there, they could see flashes of red light appear from the tunnel.

"Mikey!" Leo exclaimed as the group ran through the tunnel.

"We're coming, Mikey!" Raph shouted. "Hang on!"

They ran through the tunnels of the sewers as fast as they could before coming into another large corridor. The three turtles immediately came to a halt as they saw the Neutrinos slicing through the memory itself and climbing in.

The Neutrinos themselves were very tall and bulky, much like the Turtles' mutant alligator friend Leatherhead. However, these aliens looked less like aligators and much more like robotic drones if anything.

"The Neutrinos!" Donnie exclaimed. "I thought they'd be a lot smaller!"

One of the Neutrino's arms morphed into what looked like some kind of bio-organic blaster before shooting beams of red lightning from it, forcing the three turtles to quickly jump out of the way.

Leo, Donnie, and Raph quickly drew their weapons before charging at the Neutrinos. Raph jumped up and kicked one Neutrino in the head before landing on the ground and slashing his sais at the creature's chest.

"They're not so tough!" Raph smirked before he jabbed his sai into the Neutrino's chest. However, he was quite surprised when he saw that none of his attacks had even hurt the creature. The Neutrino then raised it's fist before bringing it down on Raph, forcing him to retract his limbs and his head into his shell as the Neutrino relentlessly bashed his shell before tossing him away.

Donnie dodged a punch from another Neutrino before whipping out his naginata blade from his staff. He then thrust his staff froward, attempting to stab the creature, but the blade barely even scratched the Neutrino as it caught the staff in it's hand with very little effort.

"These guys are built like tanks!" Donnie remarked before the Neutrino yanked his staff out of his grip and knocked him into the air with a hard uppercut. As Donnie came down, the Neutrino punched him away before tossing his staff with him.

Leo slashed at another Neutrino relentlessly with his katanas, jumping into the air and slashing it across the face before slicing it in the abdomen. But his katanas hardly even scratched the Neutrino's armor as it easily took Leo's attacks before retaliating with a strong punch, knocking the blue-clad turtle back.

Leo gritted his teeth as he got back up, his brothers also struggling to fight the Neutrinos as they didn't seem to do them any harm.

"They're armor's too strong!" Leo exclaimed before he noticed a ladder leading up to the surface. "Move!"

"Retreat?!" Raph questioned as Leo ran over to the ladder.

"Tactical retreat!" Donnie rebuffed as he quickly followed Leo up the ladder. "We can lose them in the streets!"

Raph scowled deeply as he knew they were right. Reluctantly, he leapt onto the ladder and followed his brothers just as the Neutrinos were about to blast him.

* * *

However, they did not enter the surface world of New York as they instead found themselves running out of the basement of the O'neil farmhouse before running into the living room before sliding the doors shut behind them.

After taking a few breaths, the three brothers finally calmed down as they acknowledged their surroundings.

"Wait, this isn't New York." Raph stated in surprise as they looked around the living room. "We're back here again?"

"_Memory isn't always logical." _April communicated psychically with them again. _"I can't control where you guys end up, but I can tell where you are after you get there."_

Leo looked around the living room a bit before he smiled. "Man, I miss the farmhouse." He said nostalgically.

"I don't." Donnie stated as the three turtles noticed the memory of the female Big-Foot holding Donnie in her lap and force-feeding him popcorn, to which Leo and Raph couldn't help but chuckle in amusement as Donnie shivered.

However, their relief was short-lived as a Neutrino's arm broke through the door, it's hand morphed into a blade-like appendage, startling the three turtles.

"Neutrinos!" Raph shouted as the Neutrino kicked down the door, shattering it pieces before it stomped into the living room. The three turtles backed into the corner of the living room as the other two Neutrinos used their blades to 'cut' their way through the memory and walk right in before their hands morphed into blasters again. Leo and Raph quickly drew their weapons, ready to fight back even though it was probably useless as Donnie opened the window up in the corner.

"Come on! Everyone out the window!" Donnie shouted, jumping through the window.

Deciding not to argue (and knowing that they probably had no choice), Leo and Raph quickly sheathed their weapons as they dived through the window, just narrowly avoiding getting blasted by the Neutrinos.

* * *

The three turtles screamed as they fell down a bit before landing in a small pile on a black-and-white tiled floor with entire area surrounded by red curtains.

_"Sorry about the hard drop."_ April apologized. "_I had to get you guys out of there fast."_

The three turtles quickly recovered from their fall as they looked around at their new surroundings. "What the heck?!" Raph exclaimed.

"Okay... Mikey must have had some whacky adventures without us because I do not remember this place." Donnie said, standing up.

_"It's not a memory." _April told them. _"It's his subconscious. I lost track of him when he slipped-" _April's voice suddenly began to grow more distant to the point where they could no longer hear it.

"April? April, we can't hear you!" Leo tried to call out, but no response.

"Did the only person who knows where we're going just vanish?!" Raph questioned. "Because if she did, we are totally-"

"Hey! There he is!" Donnie exclaimed, pointing in one direction to where they saw Mikey actually walking backwards towards them.

And he wasn't just walking backwards either, he was also _talking _backwards to. He came to a stop right in front of Leo before turning his head a full three-sixty before assuming his backwards walking and talking, leaving the three turtles utterly confused.

"Is he... speaking some other language?" Leo asked in confusion.

"Well, this is... a thousand times weirder than usual." Donnie said, only for a giant sixty foot tall Mikey to stomp behind them angrily.

"WHO ARE YOU CALLING WEIRD?!" The tall Mikey shouted.

"Dude, calm down! It's us, your brothers!" Raph exclaimed, trying to calm him.

"HA! LIKE YOUR EVER CALM!"

Despite himself, Raph couldn't restrain an impressed smirk. "Now this angry version I like." However, he quickly regretted saying that as he soon found himself being chased around by Angry Mikey.

Suddenly, the sound of eating was heard as Leo turned to see a very fat Mikey on the floor surrounded by empty pizza boxes and soda cans as the fat Mikey scarfed down several slices of pizza.

"Feed me!" The fat Mikey exclaimed, grabbing Leo's arm and begging like a dog. "Feed me!"

"Any guess which of these is Mikey's inner self?" Leo questioned as he gently shoved the fat Mikey off of him.

"Well, I'm pretty sure we all heard April say we were in Mikey's subconscious." Donnie theorized. "Angry dude, glutton, and weirdo. These must all be aspects of his personality."

"Got that right! Buzz, buzz!" A fourth Mikey exclaimed, this one being about the size of a small bird and flying around in his Tur-Flytle costume before landing on Donnie's shoulder.

Raph, seeing this, stopped running for a moment. "Heh, this must be his annoying side." He remarked with a small smirk before he was stomped on by Angry Mikey.

"No way! I'm the funny guy! Buzz, buzz!" The fourth Mikey exclaimed, floating off of Donnie's shoulder.

"Well, can you tell us where to find Mikey's own inner self?" Leo asked. "Seriously, this is too much to take in."

"Nope." Funny-Mikey answered. "But I can rap for ya!"

"For the love of my life, no!" Donnie exclaimed, trying to stop him.

"Uh, that's okay!" Leo said, also trying to stop him.

Raph immediately shot up from the ground. "Mikey, do _not _do that!"

But it was too late as Funny-Mikey flew down to a small radio and pressed a button as a catchy beat began to play. The beat caught the attention of the other Mikeys as they began to dance to the beat as well.

"_Yo, listen up, cuz!" _Funny-Mikey began to rap first. "_You gotta find the real Michelangelo, before his mind gets wiped by a Neutrino! Now here's a primer on our line-up, so you can save before my time's up!"_

Raph quickly covered his ear-slits, trying to drown out the rap. Donnie slapped his hands onto his face, shaking his head. Leo, on the other hand, looked incredibly weirdered out.

_"I'M AC CHILLED, BUT I DO GET MAD!" _Angry-Mikey yelled as he did his part. "_WHICH MAKES ME ILL, SO I TRY TO STAY RAD_!"

Glutton-Mikey sprayed a large amount of whip cream into his mouth. "_I'm the hungry dude in the mood for food! If you think that's rude, you've got a bad attitude!" _He rapped before he tossed away the cans and began to break-dance.

"_Teenage. Mutant. Astronaut. Pick apart my astrothoughts!" _Weird-Mikey rapped as he danced and twirled in mid-air. "_Discover the center of my psyche to uncover the one true Mikey!"_

"This is excruciating." Raph grumbled, still covering his ear slits while Leo still looked ultra confused. Donnie, however, seemed to notice something about the lyrics in the rap as he put a hand on his chin.

"I think they might be trying to tell us something." Donnie spoke up as the Mikeys finished their rap.

"Don't tell me you actually understood that." Raph groaned, uncovering his ear slits. "They didn't tell us anything!"

"No, they did just tell us!" Leo exclaimed. "Remember what that last Mikey said? 'The center of my psyche'."

Donnie and Raph seemed to ponder this for a moment. "Do you think he means..." Donnie began, but then it suddenly clicked.

"His imagination!" Leo, Raph, and Donnie all exclaimed at the same time.

As if in direct response, a large flurry of fireworks and confetti lit up the ceiling with cheers being heard from everywhere, indicating that they had guessed right. The red curtains then cleared away to reveal a small, crooked door with a neon sign that read 'Mikey's Imagination' at the top.

"Well, that makes sense." Raph pointed out as they walked over to the small door. "Whenever things get bad, he jumps into his wacky la-la land."

Leo bent down and griped the door knob only to find that the door wouldn't budge. "Locked."

Just then, a small slot slid open as a Mikey asked one simple question. "Password?"

Leo, Donnie, and Raph all looked to each other, knowing it didn't take a genius to figure out what the password was. "Pizza." They all said simultaneously.

With that, the door opened to reveal a bright, blinding white light as the three turtles were sucked into the light before the door slammed behind them.

* * *

The bright light soon began to clear as the three turtles opened their eyes. However, as soon as their vision cleared, their eyes widened at what they saw.

"Ho-" Leo began.

"-Ly.." Raph continued,

"Chalupa!" Donnie finished.

When the three brothers were about to enter Mikey's imagination, they honestly didn't know what to expect. Mikey was often very scatterbrained, making it very confusing to tell what he was thinking. A part of them hoped that his imagination would be a little more serious than what he showed on the outside.

However, what the three turtles were not expecting at all was to find themselves standing atop a massive slice of pizza floating down a long rainbow-road apparently made of paper and cardboard. Along the way were several oddities such as video game aliens gliding across air, a giant Dimension-X sea monster flying around while leaving a trail of golden sparkles behind it, a massive cardboard-cut-out of the Mighty Super Robo Mecha Force Five robot, and even living pizza growing on paper trees while also chanting 'pizza' over and over.

They even saw people they were familiar with, such as a giant Ice Cream Kitty playing with a bunch of kittens, some of Mikey's toys like his Chris Bradford action figure and his action-kick unicorn man playing arcade games, cartoon characters such as Crognard and Captain Dash Coolstar watching episodes of Space-Heroes, and even their mutant gecko friend, Mondo Gecko, could be seen skateboarding with a bunch of mutant toads.

The three turtles didn't say anything, completely stunned silent by the wackiness of their little brother's imagination.

"Sooo..." Donnie spoke up, trying to find the right words to say. "This place is all kinds of crazy, but where are we supposed to find Mikey?"

"Probably some place where he feels safe and secure." Leo theorized.

"And just where are we supposed to find that?" Raph questioned. "It's not like we'll just get automatically taken to him."

As if in response, the flying pizza slice they were standing on came to a screeching halt above a card-board-cut-out of what appeared to be a mix of a whale and a snail before it shot water from it's blowhole that propelled them into the clouds.

Once above the clouds, the three turtles got off the giant pizza slice and were surprised to find themselves not standing on clouds, but on a polished wooden floor. After a bit of wandering around, the three brothers soon came across a mountain of empty pizza boxes. And at very the top of the mountain of pizza boxes was Chris Bradford feeding pizza to what appeared to be a toddler version of Mikey sitting on a cardboard throne wearing a make-shift crown and carrying a toy scepter.

"There he is!" Leo said with a smile as they approached the mountain of pizza. "That's got to be the real Mikey!"

Little-Mikey looked down from his throne, and his eyes widened with joy. "Dudes!" Little-Mikey cried, a wide grin on his face as he jumped off his throne and slid down the mountain of pizza boxes to his big brothers.

"Mikey!" Leo exclaimed, pulling the toddler version of his baby brother into a tight embrace, which Little-Mikey happily returned.

"Heh, no wonder he ran away." Raph teased. "He's just a little Mikey." He said in a baby voice, resulting in Little-Mikey pouting almost adorably at him.

"Makes sense, I guess." Donnie said. "He never did mature past six-years-old."

"I knew you guys would come and find me!" Little-Mikey exclaimed. "Those freaky robot monsters were chasing me! So I hid in my imagination! Pretty cool, huh?" He then pointed to his make-shift crown. "Check out my king-hat, yo!"

"Don't worry, Mikey." Leo assured. "You're safe with us." He added emphasis as he placed a hand on his baby brother's shoulder.

"I hope so." Little-Mikey said. "Okay, what's the plan big bros?" He asked.

Suddenly, a Neutrino claw pierced the imaginary wall, just an inch away from Little-Mikey's face, startling everyone present. Leo immediately scooped up Little-Mikey in his arms and backed away from the wall as the Neutrinos cut their way into Mikey's imagination.

"Ah! It's them! DON'T LET 'EM NEAR ME!" Little-Mikey screamed, clinging to Leo like a life-line as the three turtles drew their weapons. However, they knew they were at a disadvantage as the last time they had tried to fight the creatures, it didn't go so well.

The Neutrinos then began firing their blasters at the Turtles, forcing them to retreat up the mountain of pizza boxes as they narrowly avoided being hit the Neutrinos' lasers, one of the hitting and vaporizing the imaginary Chris Bradford.

Reaching the top of the mountain of pizza boxes, a stray Neutrino bolt hit Leo in the back, causing him to drop Little-Mikey as they tumbled down the mountain and onto the hard ground.

"Leo!" Little-Mikey cried, quickly getting up and rushing over to help his brother as Raph and Donnie regrouped with them.

"Donnie, you're the science guy!" Raph stated. "So how do we break through their armor?!"

"It's not just armor." Donnie began to explain. "They're not made entirely of physical matter. They're also partly mental too, like us."

Leo gritted his teeth as Little-Mikey helped him up. "Then we need an inside advantage to level the playing field." The blue clad turtle stated.

Following that statement, the three turtles then shifted their gazes to Little-Mikey. "Why are you guys looking at me?" He asked, confused.

"Mikey, you see the world in a way no one else does because of your-" Leo began.

"-Massive and freakishly wild imagination!" Donnie continued. "In here, you're the king!"

"You don't have to be afraid of them anymore, Mikey." Raph encouraged, kneeling down to Little-Mikey's level and handing him his make-shift crown. "You can help us beat these jerks! Let your mind rip!"

Mikey stared at his make-shift crown for a few seconds before he let out a small giggle as he smiled and placed his crown on his head.

* * *

The Neutrinos began vaporizing anything they could find in Mikey's imagination with their blasters. Having lost sight of Mikey's inner self, the Neutrinos had seemingly decided to simply tear the entire place apart to leave nothing left of Mikey's mind.

"Hey Butt-faces!" Little-Mikey called out, getting the Neutrinos attention as he hopped onto his cardboard throne before snapping his fingers.

Suddenly, his older brothers, sporting their Spirit Quest gear, leaped into the battle with Leo riding an imaginary Leatherhead, Raph riding an imaginary Pigeon Pete, and Donnie riding an imaginary Tiger Claw.

"GET 'EM!" Leo shouted.

Leatherhead tackled one Neutrino before the alien creature hit the mutant alligator with a right hook. Leatherhead retaliated by grabbing the Neutrino's head with his webbed claw and slamming the Neutrino onto the ground. The alien quickly got up and grabbed mutant alligator around the waist before throwing him over it's shoulder.

Leatherhead landed on all fours before he charged at the Neutrino again, this time grappling with the Neutrino in a hard struggle and allowing Leo to jump off of mutant alligator's back and attack the Neutrino.

Leo jumped up high, raising his katana above his head as the Neutrino instinctively held out it's arm to block it. Instead, what resulted was Leo actually slicing off the Neutrino's arm.

The blue clad turtle smirked a bit at the Neutrino's seemingly aghast look before charging in again.

Donnie and Tiger Claw circled the second Neutrino before Tiger Claw leapt at it, delivering several hard punches and claw scratches before Donnie ran forward with his stone axe and sliced it across the chest, knocking the Neutrino down.

Pigeon Pete flew around the third Neutrino, relentlessly pecking it with his beak before the alien grabbed him by the leg in mid-air. As the mutant pigeon struggled to get free, Raph charged in, jumping on the Neutrino's face and activating his flame-throwers, burning through the Neutrino's armor like it was made of butter.

Mikey's imagination also joined the fight against the Neutrinos as an imaginary Crognard the Barbarian stabbed a Neutrino with his energy sword before an action figure of Chris Bradford hit another Neutrino with a flying kick.

The third Neutrino was about to fire at the group when it was suddenly knocked to the ground by a paw swipe from the giant Ice Cream Kitty. Once it was down, the mutant frogs led an imaginary Mondo Gecko wasted no time beating the Neutrino with their skateboards.

Before the three Neutrinos could react, they were all slammed by the Party Wagon, knocking them into a small pile. They didn't have the chance to recover as they were immediately punched away by a giant rocket fist from the Mighty Super Robo Mech Force Five robot, launching the Neutrinos off the cloud before they were blown into the air by a large torrent of water from the snail-whale, propelling them high into the sky.

As the Neutrinos continued upwards into the sky, they found themselves facing a gigantic, one-hundred-foot-tall version of the time master Renet walking towards them.

"Party's over, guys!" Little-Mikey called, standing on Renet's shoulder. "You don't have to go home," He began as he extended his toy scepter, turning it into a massive nunchuck, which he pulled back, "but you can't stay here!" As he swung, the hundred-foot-tall Renet swung her head to add more force to the swing, hitting the three Neutrinos head-on and sending them flying out the door to Mikey's mind, which then exploded as soon as the door shut itself.

Everyone in Mikey's imagination army cheered in victory as the massive Renet brought Little-Mikey down to his brothers.

"Yeah, little man!" Leo cheered, scooping up Little-Mikey and hugging him tightly.

"Mikey for the win!" Donnie congratulated, giving Little-Mikey a fist-bump.

"Awesome job, Little-Mikey!" Raph exclaimed, giving Mikey a friendly noogie. "You did it!"

"BOOYAKABUNGA!" Little-Mikey cheered happily as his brothers tossed him up and down in celebration.

* * *

Seeing that the Turtles had managed to expel the Neutrino's from Mikey's head, Professor Honeycutt turned off the machine. The four brothers groaned, looking exhausted as they sat up. However, Leo, Donnie, and Raph managed to overcome their grogginess as they saw that their baby brother was alright.

"MIKEY!" The three brothers cried, squeezing Mikey into a tight but loving hug.

"Your okay!" Leo cried, burying his face into Mikey's forehead.

"Thank goodness your alright!" Donnie said, nuzzling Mikey's neck.

"Don't scare us like that again, bro!" Raph exclaimed, nuzzling Mikey's face.

Mikey blinked for several moments, a small blush creeping onto his face before he smiled as he gently patted his brothers' shells.

"I'm okay, bros." Mikey reassured. His expression then shifted to a tired one as he held his head. "But I just had the weirdest dream. I dreamed that you guys went into my head to save me from a bunch of robot-looking aliens."

"It wasn't a dream, dude." Casey told him as Leo, Raph, and Donnie released Mikey from their embrace.

"The Neutrinos are very real. Sent to rob your mind by Ziro." Fugitoid explained.

Mikey blinked again before his expression turned furious. "What?! That was real?!" He exclaimed angrily, ripping the tube attached to his face. "Those.. gross jerk-faces! They were in my head!"

He then spotted Neutrinos themselves trying to escape on their tiny space-craft. Mikey then grabbed the Neutrinos ship between his fingers, shooting the Neutrinos an almost hateful glare. "Why you little..." He growled before he ran off with them, leaving everyone else a little stunned at the young turtle's anger.

"Ah, so that's the little-seen angry Mikey." Raph remarked with a small smirk.

"Take that!" Mikey shouted, crushing the Neutrinos underneath his foot with a loud crunch.

* * *

Back on Nar Shada, Ziro the Hutt sat comfortably in his personal booth in the cantina, eating a large pile of food at his table.

"Don't worry, Dregg," Ziro said, speaking to a hologram of Lord Dregg, "any minute now, the Neutrinos will be back with with all kinds of info on that Black-Hole Generator, and whatever else that stupid turtle-"

The Hutt was cut off as Mikey himself slammed his foot on the table, glaring down at Ziro. And it wasn't just him; Leo, Raph, Donnie, and even April and Casey were all present as well, ignoring the no humans rule of the cantina.

"Yeah... I'll call you back." Ziro said before hanging up on his holo-projector. "Oh hey, fellas!" Ziro said, trying to act innocent. "Can I interest you in some vanarian muffins?" He asked, offering one of the alien muffins. "They're still warm."

Mikey never lost his glare as he knelt down in front of Ziro. "There's only one way to make this right, Zero!" Mikey stated. "Give us the plans so we can save the Earth!"

"You idiots are really gonna take on the entire Triceraton Empire?" Ziro questioned, almost looking impressed. "Heh, your lucky I'm such a nice guy." He then reached into a small brief case, pulling out a disk-like drive before handing it to Mikey.

"I'll also take one of those muffins too!" Mikey added, snatching a muffin out of Ziro's hand before stuffing it in his mouth. However, Mikey quickly felt gas building up in his body as soon as he swallowed the muffin, causing him to burp noxious fumes into Ziro face, which knocked the Hutt unconscious.

"Ha! You sure showed him, 'Little-Mikey'! Raph said.

"Serves him right." Donnie commented.

"Nice one." Leo stated, flashing Mikey a thumbs up.

"Thanks, bros. That means a lot to me." Mikey said, standing pridefully over Ziro. "Now let's go bust some Dino-heads!"

"BOOYAKABUNGA!" Mikey shouted with Leo, Raph, Donnie, April, and Casey standing proudly with him.

**Phew! Finally done with this chapter.**

**Not gonna lie, this was pretty hard to write, especially the final fight between Mikey's imagination and the Neutrinos. I hope you all enjoyed this chapter and I will update as soon as I update some of my stories. Bye!**


	7. The Arena of Carnage

Chapter 7: The Arena of Carnage

The Turtles had entered the Ulixies' training deck as the holograms activated to reveal the settings of the Foot headquarters, with Shredder himself sitting on his throne.

"You got this, Leo!" Donnie encouraged as Raph and Mikey cheered while a hologram of Tiger Claw generated and roared.

"Let's see if these upgrades are as good as Honeycutt promised." Leo stated, stretching his arms as he walked up and faced his holographic foe. He then stood across from the holographic Tiger Claw as the two each took a stance.

"Round one. Ready? FIGHT!" The holographic Shredder announced.

Immediately after hearing this, Leo charged towards Tiger Claw as the holographic tiger mutant got out his machete. Tiger Claw swung his machete at Leo's head, trying to decapitate the turtle, but the leader in blue ducked under before the tiger mutant swiped at his feet, forcing Leo to jump back.

Tiger Claw then drew one of his laser pistols and fired at Leo. But the blue clad turtle was too quick as he swiftly drew his katanas and deflected the laser bolt. The tiger mutant then tried to hit him with a flying kick, but Leo leaped over the kick. Once he landed, Leo then jabbed Tiger Claw in abdomen before kicking him across the face, leaving the tiger mutant dazed.

A smirk coming onto his face, Leo dashed forward for the finishing blow. "SHORYUKEN!" He shouted as he hit Tiger Claw with a spinning upper cut, knocking him high into the air.

Leo then did a dab at his victory as the holographic Tiger Claw faded away.

"Substitution, Michelangelo." The holographic shredder once again announced.

Mikey stretched his arms in preparation. "Totally wrong game for shoryukens, bro." He said as he gave Leo a high-three before he stepped up onto the combat platform as a holographic Rahzar generated in front of him.

"Round two. FIGHT!"

Mikey let out a wild yell as Rahzar tried to slash at him with his claws, but the orange clad turtle easily jumped over the attack, smacking the zombie wolf upside the head before knocking him into the air with a flurry of kicks. Rahzar tried to get up, but Mikey didn't let up as he jumped on his back and landed several rapid kicks.

The orange clad turtle then jumped off Rahzar's back, panting for breath while Rahzar got up in a daze.

"FINISH HIM!" The holographic Shredder ordered.

Mikey stood up straight, his face uncharacteristically cold as he pulled a small tube seemingly out of nowhere before he stuck in Rahzar's mouth. He then bent down to the ground, pumping an air-pump repeatedly, causing Rahzar's head to comically inflate like a balloon before popping off his body.

"Michelangelo wins. Flawless victory." Shredder announced as Mikey held up Rahzar's inflated head like a balloon. "BALLONALITY!"

"Aw, yeah! That's how I do it!" Mikey cheered with fireworks in the background as he high-fived Donnie and Raph.

"Eh, that was a mediocre battle at best." Raph stated as he and Donnie stepped forward.

"Watch the new A-Team in action!" Donnie declared, reaching for his staff as the two got ready to face a holographic Bebop and Rocksteady.

However, before the fight could start, the entire simulation suddenly ended, reverting back to the training room, much to their disappointment.

_"Apologies, Turtles." _Fugitoid announced over the intercom. _"But you are needed on the bridge __immediately."_

* * *

A few minutes later, the Turtles arrived on the bridge as everyone gathered together at their stations. "What's up, Professor?" Leo questioned.

"We are closing in on the Triceraton Mothership." Fugitoid answered grimly.

True to his word, the whole crew looked out the main window to see the massive vessel that served as the Triceraton Mothership, the home of the entire remaining Triceraton Empire, hovering around a small moon.

"That's a lot bigger than I thought it would be." April gulped a bit, now feeling a little nervous about fighting the Triceratons.

"So what's the plan, Captain Leo?" Mikey asked eagerly as a three dimensional hologram of the plans to the Triceraton Mothership supplied by Ziro was projected.

"Our best entry point is through the auxiliary airlock." Leo stated, pointing to said airlock on the hologram. "However, we can't risk going in there with the Ulixies unless we want to get blown to smithereens, so we'll take the stealth shuttle to sneak aboard."

"I am certain that with ninety-nine point ninety-eight percent certainty, that it is being stored in their main armory." Fugitoid added. "April and Casey will remain with me on the ship and monitor your progress."

Of course, Fugitoid was immediately met with bits of protest. "Are you kidding?" Casey questioned. "I'm not getting left behind like a chump!"

"He does have a point, Casey." April said, sighing a bit. "We're just not as stealthy as the Turtles." A small smirk then came onto her face. "But I'm getting close."

"Alright, guys. Operation: Infiltrate Mothership is a go!" Leo declared as the Turtles huddled together, putting their hands together in the center.

* * *

After getting their space suits on, the Turtles boarded the stealth shuttle before it departed from the Ulixies while the larger ship remained outside the range of the Triceraton's scanners. The stealth shuttle then maneuvered around the moon as the Mothership came into view, with the stealth shuttle activating it's cloak as it got closer.

"Are you sure they can't see us, Donnie?" Raph questioned irritably as they approached the auxiliary airlock.

"Absolutely! Almost completely positive." Donnie replied, sounding sure. But the more he thought about it, the more nervous he became. "Sort-of-ish... uh... no. Uh-uh."

Despite this, Leo piloted the ship as quietly and slowly as he could while they passed by several Triceraton star-fighters approached them. Mikey nearly gasped but Raph quickly covered his mouth with his hand as they passed by the small squad of fighters unnoticed.

The Turtles all breathed a sigh of relief, happy to know that their cloak was working before they proceeded to fly towards the auxiliary airlock.

"We're at the airlock, Professor." Donnie reported over to Fugitoid.

_"It appears to be unguarded, but remain cautious."_

"Relax, Fugi-dude, we're ninjas." Mikey said confidently. "How hard could this be?"

* * *

Leo cut a large hole in the airlock doors with his laser katana before kicking it down, allowing the Turtles to enter the Mothership

Going through the airlock, the Turtles found themselves standing in a long empty hallway that seemed to stretch for miles. "Okay. We're in." Donnie whispered over the comms as they peeked around a small corner leading into another hallway. "Lead the way, Professor."

_"Right. Head down that corridor and you'll find the passage that should lead directly to the main __armory."_

Following the Fugitoid's instructions, the Turtles quietly made their way down the hallway. "Aw yeah!" Mikey whispered excitedly. "This'll be easier than stealing pepperoni-" He was cut off when he accidentally bumped into a Triceraton's arm. And that Triceraton just happened to be none other than Mozar himself.

"What?! These creatures?! Again?!" Mozar questioned in shock as the other Triceratons turned towards the Turtles, who were now backing away as their cover was now blown.

"Oh, space apples." Raph cursed.

"Capture them!" Mozar ordered as two Triceraton soldiers rushed forward, drawing their blasters and opening fire, forcing the Turtles to scatter and avoid the blaster fire.

_"Might I suggest a tactical retreat?" _Honeycutt suggested through the comms as the Turtles used their weapons to deflect some of the blaster fire.

"No way! I'm not running!" Raph stated stubbornly, deflecting a blaster bolt with his laser sai.

"We don't have a choice, Raph! Just do what Fuditoid says!" Leo told him as he deflected another blast with his laser katana. "Everyone, back to the airlock!"

The Turtles quickly began to retreat, running back down the hallway. However, they soon found themselves blocked off as two more Triceraton soldiers ran in front of them, blocking their way out.

"Easier said than done, dude!" Mikey exclaimed nervously.

"Bring it on, horn-heads!" Raph shouted, dashing forward as he threw his sai into the blaster of one of the Triceraton soldiers, disabling it and allowing Raph to jump up and deliver multiple airborne kicks to his face. But the Triceraton quickly recovered as he raised his fist and slammed the red clad turtle onto the ground.

Donnie and Mikey charged towards the two Triceratons with their respective weapons. Donnie knocked one of the blasters out of a Triceraton's hands with his staff, but the Triceraton retaliated by grabbing him and slamming him into the wall. Mikey jumped up onto another Triceraton's back, but the Triceraton grabbed him by the helmet and slammed him onto the ground.

Leo remained the last one standing as he jumped up, slashing a Triceraton across the face with his laser katana before kicking him in the snout. However, he was caught off-guard when Mozar grabbed him from behind and pinned his body against the wall.

"You want the airlock?" Mozar questioned before a sinister idea popped into his head. "Then you shall have it."

* * *

Seconds later, Leo, Raph, and Donnie were all thrown into the airlock, all stripped of their space gear and their weapons.

"Not my super rad helmet!" Mikey cried as he tried to keep it on while Mozar was attempting to pull it off. "I need it to breath!"

Mozar, however, was eventually able to successfully pry off Mikey's helmet before tossing him into the airlock with the rest of the Turtles as the airlock door shut.

"Open the airlock, slowly." Mozar ordered as he gazed at the Turtles through the door window. "I want to watch them suffer."

The Triceraton soldiers nodded as one of them lightly pressed the button to the airlock. Inside, the airlock door slowly began to open as the limited oxygen they had was beginning to suck out into space.

Immediately, Raph, Donnie, and Mikey began to panic as they started screaming and flailing around as their oxygen was being sucked out. "Stay calm, guys." Leo told them.

The three turtles stopped screaming as they looked towards they're older brother who was standing at the far corner of the room and looking surprisingly calm.

"Concentrate. Remember your training." Leo instructed before he sat down on his knees in what appeared to be a meditation.

Though seemingly a bit hesitant, Raph, Donnie, and Mikey's faces hardened as they sat down next to Leo in the same position.

* * *

Aboard the Ulixes, Fugitoid, April, and Casey were quite panicked when the Turtles signals suddenly went out. Luckily, Fugitoid managed to hack into the Triceraton's security cameras and eventually managed to locate the Turtles.

"What are they doing? Sleeping?" Casey questioned as they watched the Turtles simply meditating while the airlock was still opening.

"No, it's Sendou jutsu." April explained. Casey and Fugitoid turned to her, obviously a bit confused. "It's a meditative breathing technique Splinter taught them. They're slowing their body functions to go without oxygen."

"As fascinating as that is, we should formulate a plan to rescue the Turtles quickly." Fugitoid stated as he began typing away at his console.

* * *

"Observe how enemies of the Triceraton Empire suffer!" Mozar said proudly with his back turned to the airlock.

One soldier looked through the window. "Uh... Admiral?"

Mozar turned and looked through the window to the airlock, and his eyes widened in honest shock as he saw that the 'enemies of the Triceraton Empire' were not suffering at all. Rather, they were simply sitting on their knees in a small line, all breathing calmly as if they were at peace.

The Triceraton admiral let out a growl of frustration, these turtles creatures were really getting on his last nerve.

"Enough of this! Open the airlock the rest of the way!" Mozar ordered.

The soldier nodded before fully pressing the door to the airlock door.

Inside, the airlock door opened completely, breaking the Turtles' concentration as much of the cargo in the airlock was sucked out into space. The intense vacuum started to pull the Turtles out as well as they tried to hold on to whatever ledge of the wall they could find. Leo held on to a ledge as Donnie held onto his waist, and Mikey held his legs while Raph held a ledge while also holding Mikey's hand. But that didn't seem to be enough as they felt that they were starting to loose they're grips.

Outside, Mozar sneered almost sinisterly as watched as the Turtles were about to be sucked into space. Finally, those wretched creatures would not bother the Triceraton Empire anymore!

However, Mozar's holoprojecter suddenly started beeping, snapping him out of his cruel thoughts. He pulled out his holoprojecter as it projected a small hologram of his leader.

"Hail Emperor Zanramon!" Mozar and his two soldiers said, bowing their heads respectfully.

_"Admiral Mozar, I want you to halt this... 'execution'." _Emperor Zanramon said, much to Mozar's shock and anger.

"But, sire, these creatures-!"

_"These four terrapins intrigue me." _The Triceraton Emperor interrupted. _"Perhaps they will make for good sport in the Games." _With that, the hologram shut off, leaving Mozar to scowl to himself.

Back inside the airlock, the Turtles screamed as Leo finally lost his grip on the ledge and they were about to be sucked out into space when the door suddenly slide shut, causing them to slam into it.

"Yes!" Mikey exclaimed joyfully as they all lay in a pile, trying to catch their breath. "Sweet, sweet air!" The orange clad turtle began to comically inhale as much oxygen as he could.

"What... what happened?" Leo wondered breathlessly.

The airlock door then opened, revealing several Triceraton soldiers aiming their blasters at them as Mozar glared down at them.

"Take these four to the Tri-Arena!" Mozar ordered. "All the empire will watch you fight and perish in 'The Games'!"

* * *

After being cuffed, the Turtles were then roughly escorted to a large transport ship along with several other prisoners. As they looked out the window, the Turtles gave an audible gasp as they saw a large gladitorial-like arena down below.

Inside the arena was a small alien, which they recognized was an ugnaught, screaming for it's life as it was brutally eaten by a large creature which the Turtles also recognized as a rancor, resulting in the crowds of Triceraton's cheering.

Everyone on the ship, even the Turtles themselves, looked rather frightened by this. "I think we were better off in the vacuum of space." Donnie stated fearfully, with the other turtles silently nodding in agreement.

* * *

Once taken down to the arena, the Turtles were then shoved into a small cell, just barely big enough to fit all of them. Raph immediately banged his fists on the door.

"Let us outta here!" He shouted angrily.

"Save it, Raph." Donnie sighed. "Those walls are solid rock."

"There's gotta be a way out of here." Leo stated as he began looking around while Donnie and Raph simply sat down.

Mikey, however, seemed to notice a strange sort of vent at the top of the cell. Maybe it was just big enough for him and his brothers to fit through. "Ooh! Give me a boost, D!"

"Wha-" Donnie didn't have time to react as Mikey already tried to climb on top of his shoulders. "Mikey! What are you doing?!" He grumbled as he tried to support Mikey by grabbing his legs as he tried to stand up.

"A little higher! A little to the left!" Mikey said as he reached and grabbed a bar, only for him to be electrocuted along with Donnie. Sparks danced along their bodies as they collapsed to the ground, sizzling a bit as they both groaned in pain.

However, what they did not expect to hear was a deep, rumbling chuckle coming the cell next to them.

"Save your strength, little ones." The voice gruffly told them. "There is no escape from the Tri-Arena."

"Who are you?" Leo asked as he peeked through a crack in the wall, trying to see where the voice was coming from. "Another prisoner?"

"We are all prisoners here."

Donnie leaned back against the wall. "Maybe the Professor, April, and Casey are working on a rescue plan."

* * *

"What do you mean you can't find them?!" April practically shrieked.

"I understand your distress, but you must remain calm." Fugitoid stated.

"Remain calm?!" Casey questioned, his voice full of panic. "What if they're being dissected?! Or deep fried?! Or skinned alive?! Or-"

"We get it, Casey!" April snapped. "I'm worried about them as much as you are, but panicking isn't going to help!"

Professor Honeycutt typed a few commands on his console to try and pinpoint their friend's location. After a few moments, the scanners finally managed to pick them up. "Found them!"

"So, where are they?" Casey asked. "I'm ready to bust in there and break them out, goongala-style!"

Honeycutt typed in a few commands as they looked to the main screen. On the screen were the schematics of the Triceraton Mothership as some of the live security footage displayed the Turtles in their holding cell, as well as another screen of the Tri-Arena where several Triceratons sat in the stands, cheering with anticipation.

"Oh, dear. It seems our friends are scheduled to compete in 'The Games'."

"'The Games'?" April questioned. "What are those?"

"'The Games' are a series of brutal fighting matches in which prisoners are forced to fight to the death for their lives and their freedom." Fugitoid explained, causing April and Casey to gasp in horror.

"You mean like gladiators?" Casey questioned as an eager grin came onto his face. "Wicked!"

"Yes, wicked, cruel, and barbaric." Fugitoid said. "There's no telling what creatures they'll be forced to fight."

"Well, we can't just sit here!" April exclaimed. "We have to rescue them!"

"I could remote-pilot the shuttle." Honeycutt suggested. "If we sneak aboard while everyone is watching the Games, we should have little trouble finding their prison cell as well as possibly take the Black Hole piece while we're there." His robotic face then faltered. "Assuming that our friends survive their first battle."

* * *

Leo, Donnie, and Raph all groaned in disgust as Mikey stuffed one of small slug-like creatures in their cell into his mouth. "It tastes kinda like fried calamari." Mikey said cheerfully as he chewed and swallowed the slug.

Mikey's three older brothers could only cringe in disgust as he bent down and ate another one. Naturally, Leo, Donnie, and Raph weren't exactly surprised that their little brother would do something like this as he had often been known to eat anything he got his hands on. Heck, they had even seen what it was like in his head for crying out loud! Still, that didn't make it less disgusting to watch.

The orange clad turtle then grabbed another slug before he tossed it up to the electrical bars, frying it. "Heads up, neighbor." Mikey called out as he caught the now fried slug before he slid it under the wall and into the cell next to them. "Extra crispy for ya."

Looking under the crack, they could see their 'neighbor' pick up the slug. "Thank you." The prisoner said before the Turtles heard the sounds of loud chewing.

"I wonder what they're gonna have us fight." Mikey pondered.

"Fresh meat always fights a Rathtar." The prisoner stated, overhearing Mikey's pondering. "You will meet a quick and painful end."

Leo gave something of a scoff. "I don't suppose there's a way of stopping it?"

"Rathtars are massive beasts with a savage nature, making them nearly invulnerable." The prisoner replied. "Except for one white spot on it's flank. But even that is near-hopeless to reach."

Their little conversation was brought to a screeching halt as the cell doors suddenly opened, where three Triceraton soldiers had their blasters trained on them. "Prisoners, prepare for battle!"

"Good luck, warriors. You'll need it." The prisoner said as the Turtles got up and began to walk out of the room.

"Wait, what's your name, dude?" Mikey asked, suddenly stopping near the door entrance.

"They call me.. Zeno."

* * *

The Turtles had been given back their weapons to give them a 'sporting chance' before they walked out of the main tunnel gate and out into the arena. Outside, the Turtles could only look in awe at the sheer size of the Tri-Arena, as well as the countless roaring Triceraton spectators.

_"Fellow Saurians!" _A Triceraton announcer began, appearing on a massive upside-down triangle-shaped machine that hovered above them. _"Subjects of the Empire! We have new contestants for the these games! I give you... the __Adolescent Warrior Terrapins!"_

The Turtles were immediately met with boos and shouts of hate from the crowd.

"Heh, looks like we're pretty infamous." Raph remarked, twirling his sais in his hands.

"Well, that happens when you fight an evil alien empire." Donnie stated.

"Whoa, check that Dino-dude out!" Mikey exclaimed, pointing to one of the far ends of the arena. At the far end of the arena was a large platform that remained suspended above the field. On the platform was a large throne, and there sat a Triceraton wearing black and gold clothing with a dark purple cape and a black crown on his frill.

"Wonder who that guy is." Raph said.

"From the way he's dressed, and the fact that he's sitting on a throne, I'd say he's the one in charge here." Leo deduced with a small growl. "The Triceraton Emperor."

Raph, Donnie, and Mikey said nothing as they all gave hateful glares towards the Triceraton Emperor, the true mastermind behind the destruction of their planet, of their _home_. It may have been Mozar who had brought the Black Hole Generator to Earth, but it was most likely the Triceraton Emperor who gave the order to use it.

Zanmoran stood up from his throne, raising his hand and silencing the crowd. "Warriors!" He boomed. "You shall perish for your treachery! But I give you the chance to win your freedom through the glory of combat!"

The crowd cheered before Zanmoran raised his hand to silence the crowd again.

"But first," Zanmoran began, lowering his hand, "you must prove your worth against the challenges that await you!"

The crowd once again was instantly in an uproar as the four mutant turtles turned to see a large gate at the far side of the arena opening.

"Whatever comes out of that gate, we stick together and go for it's vulnerable spot, like Zeno said!" Leo told his brothers as they drew their weapons and stood on-guard.

However, what emerged from the gate was not what they had expected at all. What stepped out, or rather _rolled_ out of the gate was a large, red blob-like creature with large orange spots all over it's body, a mouth full of razor-sharp teeth, and multiple tentacles that violently thrashed around.

"Vulnerable spot?!" Mikey questioned, terrified.

"MOVE!" Leo shouted as they all scattered to avoid a tentacle smashing them.

"Finding it's vulnerable spot might be harder than we thought!" Donnie cried, noting it's many spots that almost completely covered the creature's rubbery skin.

The Rathtar let out a horrifying screech as it lashed one of it's tentacles at Leo, forcing the blue clad turtle to jump and dodge. He then jumped up, attempting to stab the creature, but the Rathtar caught him in it's tentacles before flinging him away.

Mikey tried to fight back with his nunchucks, but was quickly ensnared by the Rathtar's tentacles before being dragged across the ground and lifted into the air. "Anyone see that white spot, dudes?!" He cried.

"All I see are tentacles trying to rip my face off!" Raph snapped as he swung his sais to fend off the incoming tentacles before the Rathtar suddenly rolled forward like a ball and knocked him to the ground.

_"Those terrapins have spirit!" _The Triceraton announcer said. _"But the Rathtar is looking rather hungry today!"_

Donnie was knocked to the ground by the Rathtar before it ensnared his leg and tossed him up into the air above it's mouth, ready to eat the purple clad turtle alive.

However as he fell, something atop the Rathtar's head among it's many orange spots caught Donnie's eye. His eyes immediately widened when he suddenly realized he was staring at the Rathtar's one weakness. "There's the white spot!" He exclaimed. Acting fast, Donnie whipped out the naginata blade from his staff and flung it like a spear. The naginata made it's mark as it directly impaled the white spot, causing green puss to pour out of it as Donnie landed safely on the ground.

The Rathtar screeched in pain as it thrashed around, trying to get Donnie's staff out, but to no avail. And soon, the Rathtar collapsed to the ground, dead.

"Yeah! High-three!" Mikey cheered. But his little celebration was cut short as the crowd of Triceratons immediately began to pelt them with rocks while they booed and jeered.

Despite the crowd's displeasure however, Zanmoran instead laughed in amusement as he had actually enjoyed the match. "How quickly they turned the situation in their favor." The Triceraton Emperor observed. "They fight better than expected."

Mozar, who stood by his side, gave a huff. "Pure luck, sire." He scoffed.

One soldier suddenly walked in through the doorway. "Admiral Mozar, sir." The Triceraton spoke up, getting Mozar's attention. "It's the Fugitoid and two of his human companions." The Triceraton said, showing Mozar a small control pad with a live footage being played, displaying the Fugitoid, April, and Casey quietly running down the hallways. "I don't know how they got past security."

Mozar let out a growl. "They must be here to rescue their mutant comrades." He assumed before a smirk came to his face. "A mistake they will soon regret."

* * *

Honeycutt continued to lead April and Casey down the hallways as fast as they could. They soon came to a stop at a large intersection.

"Well, we're completely lost." Casey said as they turned another corner.

As they walked down the hallway, they pass by a large door that suddenly slid open, revealing Mozar as well as two Triceraton Soldiers.

"Aw, nuts!" Casey cursed as the Triceratons raised their blasters.

"Blast them!" Mozar ordered as they opened fire on them, forcing Fugitoid, April, and Casey to retreat. "But capture the Fugitoid alive! Kill the others!"

As they ran, April tried to shoot back with her blaster, but couldn't even land one shot.

"Both of you, run!" Fugitoid told April and Casey as they turned a corner, trying to find cover. "Go for the Black Hole device, I'll find the Turtles!"

"What?! But Professor, we can't leave you!" April cried.

"There's no time!" Honeycutt stated. "Go!"

"But-"

"You heard him, Red!" Casey told her. "Run!"

With much reluctance, April followed Casey down the hallway, pressing a large button in the middle of the corridor which shut a large blast door behind them. Honeycutt turned the corner, whipping out his wrist-mounted blasters, only to be punched in the face by Mozar and knocked to the ground.

"The Fugitoid is finally ours!" Mozar exclaimed in victory. He then turned to the two Triceraton soldiers. "Find the two humans and destroy them! I will take the Fugitoid to the Emperor personally."

The two Triceratons nodded before going down the hallway while Mozar picked up the unconscious Fugitoid and dragging him to the Arena.

* * *

The Turtles, after they're victory against the Rathtar, were immediately thrown back into their cell. Despite the fact that they were once again trapped and without their weapons, the Turtles were at least relieved to be able to get some rest as the battle had been quite tiring.

"Congratulations." Zeno spoke to them from his cell. "You are lucky to be alive."

"That's not luck, it's ninja training." Mikey boasted.

"That and you told us how to beat the Rathtar." Donnie added. "So thanks, Zeno."

Zeno said nothing, only giving a small grunt of acknowledgement as the Turtles sat down in they're cell.

"Hey, Zeno." Mikey spoke up, shifting a bit in his position. "How'd you end up in here?"

There was a brief moment of silence in the room. "I am a traitor to the Triceraton Empire." Zeno explained. "I was once a powerful and respected Triceraton warrior. But I disagreed with the Emperor's plans to find and use the Heart of Darkness."

"The Black Hole generator?" Donnie asked in surprise, along with Leo, Raph, and Mikey. "You were against that?"

"There is no honor in a weapon that destroys worlds from afar, to destroy the innocent along with the guilty." Zeno stated. "For saying such things, I was accused of treason and thrown into this pit."

Something quickly came to Leo's mind. "Hey, Zeno, are there others like you out there? Triceratons not with the Empire?"

"Perhaps." Zeno answered. "Are you aware of our history with the Kraang?"

"Yeah, you were fighting over Dimension X, right?" Raph recalled, remebering everything the Utrom, Bishop, had told them.

"Correct." Zeno said. "Then you must also know that the Kraang used the Heart of Darkness to destroy our home planet. Though a vast majority of the surviving army was consumed by hate and sought vengeance, there were those who grew weary of the constant warfare. Eventually, they left the Triceraton Empire and chose to find a new home where they could live out the rest of their lives in peace."

The Turtles looked to each other in surprise. There were Triceratons _not _aligned with the Empire? Perhaps they could be allies.

"Do you know where they are now?" Leo asked.

"I do not." Zeno replied. "If I did, I would be living amongst them myself. I may be a warrior, but even I know when there is a time to lay down the sword."

Before they could dwell on these thoughts any further, there was a loud knock on they're cell door. "Your up again, aliens!" A Triceraton said.

"Already?" Donnie questioned as the door slid open and two soldiers moved in to escort them back to the Tri-Arena.

"I fear I know who you are fighting next, young ones." Zeno told them as the Turtles stood up. "Fight with honor, and you will find glory."

"Zeno... if we don't see you again after this, good luck getting your freedom." Leo said as they left the room.

"Thank you my friend." Zeno said as the Turtles left. And as soon as the door to the Turtles' cell slid shut, Zeno's cell door slid open. "I might need it."

* * *

"On your knees!" Mozar shouted, throwing Honeycutt to the ground behind the Triceraton Emperor, right next to his throne above the arena.

"Professor Honeycutt, welcome." Zanmoran greeted, overlooking the arena. "Feel free to witness the destruction of your turtle comrades."

The Turtles all walked out into the Tri-Arena as the Rathtar corpse had been cleared out. However, once they stepped out onto the battle grounds, Leo looked in surprise once he saw who was beside the Triceraton Emperor.

"Fugi-dude?!" Mikey exclaimed in surprise.

"Great!" Raph said sarcastically, pinching the bridge between his nose. "Now we gotta get out of here _and _rescue Fugitoid?!"

"But if he's here, does that mean April and Casey are here too?" Donnie questioned, feeling nervous for their friends' lives.

"They're probably looking for the Black Hole piece while all eyes are on us." Leo deduced. "Huh, that's a pretty good strategy."

_"And now, the vile mutant terrapins face your Triceraton champion!" _The announcer began as a large gate opened on the other side of the arena, revealing the silhouette of a large Triceraton as he walked out into the arena. "_The great... the merciless... Zeno the undefeatable!"_

The Turtles each took a double take. "Dudes, did he just say...!" Mikey exclaimed.

"ZENO! ZENO! ZENO! ZENO!" The crowd cheered repeatedly, with even a quartet of Triceratons standing up with the aurebesh letters for Z, E, N, and O painted on their chests.

"... Zeno." Mikey finished with a squeak as Zeno himself stood before them.

Looking at him, Zeno was huge with many scars on his body. He was about twice the size of virtually every Triceraton! Zeno had the garb of a gladiator, dressed in intimidating armor that oddly resembled bones on his body, and carrying a massive steel mallet. The massive Triceraton gladiator threw back his head and let loose a ground-shattering roar.

"Zeno?!" Mikey cried. "Is that really you, dude?!"

"I did not mean to deceive you, friend." Zeno replied honestly as he looked down at the Turtles. "But now we meet as was intended, in glorious battle!" He then raised his mallet above his head before bringing it down, trying to smash the Turtles.

Luckily, the Turtles just barely managed to avoid Zeno's attack. "But, bro! We can't fight you!" Mikey pleaded while Leo, Raph, and Donnie drew their weapons.

"Ya think?!" Raph questioned sarcastically, his voice full of frustration. Zeno let out a roar as he swung his mallet again, forcing Leo, Raph, and Mikey to leap out of the way. However, Donnie was unable to dodge in time as the mallet hit him like a runaway freight train, sending him flying across the field.

The three remaining turtles were immediately put on the defensive as they ran around Zeno while he tried to smash them with his mallet.

"You are all honorable beings and deserve a warrior's death!" Zeno told them, swinging his mallet. "Perhaps I will only sever a limb or two!"

"What?! How is that better?!" Raph questioned before Zeno swung his hammer at them, hitting the ground and creating a sort of shockwave that sent the three turtles tumbling across the field.

All of the spectating Triceratons cheered as they watched Zeno beat the Turtles to a pulp while Zanmoran sat on his throne, holding a large stone wineglass in his hand as he laughed at the display.

"Why let your friends suffer?" The Triceraton Emperor asked Honeycutt, who could only look at the ensuing battle with distress. "I might consider sparring their pitifully, worthless lives if you complete the Heart of Darkness."

Fugitoid simply glared at him with his robotic eyes. "I will _never_ build such a weapon for you, Zanmoran." He hissed.

* * *

Two Triceraton guards stood on duty in front of the door to the main armory, however, their attention was more or less drawn away as they heard the cheers from the Trio-Arena.

"Come on!" One guard said. "We deserve a three-nexton break. We're missing the big fight!"

The other guard nodded in agreement as they walked away from their posts. As soon as they were gone, two large stone chests opened up from the inside, revealing April and Casey.

Seeing that the guards were gone, April and Casey quietly got out of the crates before silently walking up to the door of the main armory. The door was rather large and there didn't seem to be any control panel to open it.

April griped her crystal fragment, which she had made into a necklace, and focused her psychic powers as the crystal began to glow and pulsate brightly. After a few seconds, the door suddenly opened almost automatically.

"When did you learn to do that?" Casey asked.

"The Professor's training." April explained. "The crystal shard I got from the Aeons helps me focus my powers."

The two then entered inside the main armory, and after a bit of searching around, they found what they were looking for. "There it is." Casey said. "The first piece of the Black Hole Generator." The two then stood in silence for a moment. "So... how are we gonna carry that big thing?"

April pursed her lips as she looked around the room. Casey did have a fair point, the Black Hole fragment was far bigger than them, and as such, was probably very heavy.

She then snapped her fingers, an idea popping in her head when she saw a small crate carrying a series of small devices that were just like the ones used to capture their friends back on Earth before it was destroyed.

Taking one of the devices, April placed it on top of the Black Hole fragment before pressing the button to turn it on. The device then engulfed the fragment in a red bubble-like shield, causing it to float slightly.

Detaching it by a small tether tied to the device, Casey peeked outside the armory, looking down the corridor to see if there was anyone. Once feeling assured that the coast was clear, Casey tried to pull the shielded fragment out, only for it to get stuck in the doorway.

Frustrated, Casey tugged at the tether, trying to get to come loose. After a few tugs, Casey finally managed to get it lose from the doorway, however, he had been pulling so hard on the tether that once the bubble came loose, he was thrown back against the wall. The bubble-shield then bounced around a bit, bumping into a nearby crate before landing Casey's leg.

April quickly grabbed the crate to keep it from falling over before grabbing the tether and pulling the bubble-shield off of Casey.

"That wasn't such a chore now was it?" Casey said confidently as they walked down the halls with the Black Hole fragment in tow. However, once they turned a corner, they came to immediate stop as they stood before the two Triceraton guards from before who were now laughing and carrying snacks and drinks.

The two Triceraton guards immediately stopped and stared at the two teenagers in alarm once they realized that they had the Black Hole piece.

"You just _had _to say something, Jones!" April stated in annoyance as they quickly ran past the two Triceratons, using the bubble-shield to knock them down.

"You! Intruders! Halt!" One of the Triceratons yelled as they pulled out their blasters and began firing at April and Casey.

* * *

Back at the Tri-Arena, the fight between the Turtles and Zeno had proving to be rather one-sided as it mostly consisted of the large Triceraton gladiator pounding the four turtles into the ground. The Turtles' attacks also did little-to-nothing against the Triceraton gladiator as they all leapt at him with their weapons ready, only for them to bounce off of Zeno's chest like bouncy balls.

Zeno roared loudly as he showed no mercy, first grabbing Mikey by the leg and slamming him onto the ground before smashing Donnie against the wall with his mallet. He hit Raph a hard kick, sending him flying across the arena, before he grabbed Leo in one hand and one of the hovering cameras in the other and repeatedly bashing it into Leo's face.

_"Those pathetic terrapins are no match for the great Zeno!" _The announcer exclaimed as the crowd cheered wildly.

Zeno slammed Leo on the ground, pinning him down with his massive hand while he raised his mallet to deal the finishing blow.

"LEO!" Mikey, Donnie, and Raph exclaimed as they quickly ran to his side.

"Wait, dude! Zeno, we're friends!" Mikey cried. "We want the same things like fried calamari and getting rid of that black hole thingy."

"Please, the fate of our planet is at stake." Donnie pleaded.

"Yeah, we don't have to be enemies!" Raph exclaimed.

"Zeno," Leo spoke up. "The Triceraton Emperor... if he wants to use a weapon that kills so many people just to get his way, than he's a monster. But your not like that, Zeno! I know we've only known each other for a short time, but you've proven yourself to be a good person." He then closed his eyes as Donnie, Raph, and Mikey dropped their weapons, leaving their fate in Zeno's hands. "Whatever happens next, we trust you. And we won't fight you."

"Do it, Zeno!" Zanmoran called to him. "Finish the terrapins and you will have earned your freedom!"

"ZENO! ZENO! ZENO! ZENO! ZENO! ZENO! ZENO! ZENO!" The crowed chanted in encouragement.

But Zeno hesitated. He looked down at the four turtles as they closed their eyes, awaiting their fate. Zeno felt his own eyes waver. These children were here for the same reason he was, he could tell that every word they said was true. And deep down he knew this wasn't right. None of this was. He may sacrifice his freedom, maybe even his life, but he was not about to forfeit his honor.

Closing his eyes with an almost silent breath, Zeno turned around and in one swift motion threw the mallet towards the throne, spinning through the air before it shattered the throne. The entire crowd was rendered totally stunned silent, even Honeycutt was completely speechless at this selfless act of defiance.

Zanmoran's look of surprise faded, as he had moved his head out of the way just in time. A furious scowl came across his face as he stood up from his shattered throne. "You dare?!" He questioned angrily.

Zeno glared right back as the Turtles got up, retrieving their weapons. "These are honorable beings." The Triceraton gladiator stated, gesturing to the Turtles. "We are here because we wish the Heart of Darkness destroyed. But you would use like some cowardly Kraang!"

The Triceraton Emperor growled at the insult dealt to him. "DESTROY HIM!" He ordered.

All of the gates in Tri-Arena opened as dozen of Triceraton soldiers came pouring out into the field, surrounding the Turtles and Zeno as they readied their blasters and electric batons while the Turtles readied their weapons.

"Escape." Zeno told them. "Find the Black Hole generator! Destroy it!"

"We will." Leo replied. "Thanks, Zeno."

The Triceraton gladiator simply nodded before roaring and punching away the soldiers coming his way, even sending a few into the stands. The crowd started cheering again anyways as they still enjoyed seeing Zeno fight.

Taking advantage of the Zeno's distraction, Mikey used his kusarigama chain to ensnare one of the hovering cameras as he yanked it down to the ground.

"Donnie, can you hot-wire that thing?" Leo questioned as Donnie ran up to the hover camera.

Acting quickly, Donnie cut open the hover camera with a tanto knife before he typed a few commands in. "Well, it's not necessarily meant to be a vehicle," He then grinned as he finished typing in the commands while the hover camera began to float again, "but with a few adjustments I think it can be something!"

Donnie's grin quickly vanished as a Triceraton soldier came up behind him and was about to shoot him. Thankfully, Zeno came in and punched the soldier away as several more Triceraton soldiers poured into the Trio-Arena.

One soldier jumped on top of Zeno and grabbed him by the horns, but the Triceraton gladiator easily reached back and pried the soldier off of him before slamming him into the ground. Another Triceraton soldier tried to tackle him, but Zeno backhanded him away before stomping on him. A third Triceraton ran in and grabbed him, but Zeno elbowed him in the back, knocking the soldier down. Another Triceraton soldier came in, only for Zeno to grab him and punch him several times in the gut before throwing the soldier away before several more Triceraton soldiers began piling on him, slowing Zeno down.

Zanmoran and Mozar both sneered as they watched Zeno be overwhelmed by several Triceraton soldiers. However, they were taken by surprise as the Turtles came up to them, riding the hover camera that Donnie had hot-wired.

"Surprise!" Leo said as the Turtles grinned.

"What?!" Mozar barely had the chance to react as he was knocked to the ground by the Turtles as they trampled over him. When he got back up and turned around, Mozar was horrified to see the Turtles surrounding Zanmoran, with Raph hanging onto the Triceraton Emperor's frill while aiming a blaster at his head as Leo had a blade to his neck.

"One wrong move and king Dino-breath get's it!" Raph warned.

"Let the Professor go and we walk out of here." Leo demanded, pushing his katana closer to Zanmoran's neck. "Or you'll be looking for a new emperor."

Mozar growled lowly, but with the emperor's life on the line, he knew he had no choice. "Very well." He replied reluctantly.

No sooner did Mozar say that, Honeycutt immediately jumped to his feet and joined the Turtles. "My friends!" He exclaimed joyfully. "I was just formulating a most excellent rescue plan."

"Wait, dudes. What about Zeno?" Mikey asked in concern.

The group turned back to the arena just in time to see the Triceraton gladiator jump up and grab one of the hover cameras before smashing it on a group of soldiers.

"Looks like he can take care of himself!" Donnie said with a smirk.

* * *

With that, the group quickly left the Tri-Arena with their hostage as they ran down the hallways, with Raph still on Zanmoran's head with the blaster still aimed at his head.

"Fools!" Zanmoran told them. "You have made a grave enemy of the Triceraton Empire this day!"

"Even if you get off _this _ship, there is nowhere in the galaxy or the ten dimensions that we will not find you!" Mozar added as he and a small battalion of Triceraton soldiers chased after the group.

The Turtles and Honeycutt simply ignored them as they continued to run. As they ran however, the sounds of screaming and blaster fire ahead of them got their attention as they looked to see April and Casey round the corner while dragging the Black Hole piece behind them, running from a trio of Triceraton soldiers.

"Look out! Triceratons behind us!" Casey cried.

"Triceratons behind _us_!" Raph shrieked back.

Raph and Casey both screamed as the two groups rammed into each other, knocking them all down as the pursuing Triceratons immediately halted in shock.

"Emperor Zanmoran!" A Triceraton soldier gasped. "HOLD YOUR FIRE!"

"NO! THEY HAVE THE HEART OF DARKNESS!" Zanmoran shouted. "BLAST THEM!"

"WIPE THEM OUT!" Mozar ordered. "KILL THEM!"

"This way my friends! BLEEP!" Fugitoid exclaimed, jumping to his cybernetic feet and pointing down a long hallway as the group quickly got up and made a run for it as the Triceratons fired their blasters at them.

"I hope you guys parked close!" Leo said to Fugitoid, April, and Casey.

"Yeah, hold your breath, guys!" April replied as the group made another turn before they headed straight for a nearby air-lock.

"Oh you've gotta be kidding!" Raph shouted in frustration as he knew what this meant.

April slammed her fist on a button as they ran. The airlock in front of them opened, allowing the group to be sucked out into space while the Triceratons held on to whatever they could to keep them from being sucked out. Fortunately, April had already concentrated into her crystal shard and formed an invisible oxygen shield as they floated toward the de-cloaked stealth-shuttle.

Once they were all aboard, the group quickly got into their seats and piloting the shuttle straight back to the Ulixius.

"DON'T LET THEM ESCAPE!" Mozar shouted as he hit the button that closed the airlock before he accessed his comms. "Launch Raptors!"

Several Triceraton fighters detached from the Mothership and began pursuing the Ulixius as the Fugitoid wasted no time in setting a remote course in the Navi-computer.

Once the proper coordinates were put in, the Ulixius immediately jumped to light-speed, just barely escaping the Triceraton Mothership.

Back inside the Mothership, Zanmoran let out a growl as he punched one of his soldiers. "They have the fragment!"

"Sire, I swear to you by the Empire, I shall hunt them down to the ends of the galaxy, retrieve the completed Heart of Darkness, and obliterate those wretched aliens!" Mozar swore.

Zanmoran snarled. "You had better, _Captain _Mozar." He stated.

Mozar doubled-back slightly before growling in anger as he had now just been demoted. He clenched his fists tightly as he swore that those terrapins and their companions would pay dearly for this humiliation.

* * *

Finally away in hyperspace, the group all breathed a sigh of relief as they all tried to catch their breaths.

"Phew! Now _that _was a close one." Donnie stated breathlessly.

"I can't believe we just fought our way through the Triceraton Mothership and back out again." Raph said, still a bit stunned by everything that had just happened.

Donnie jumped with a slight yelp as Casey suddenly gripped him by the shoulders. "I can't believe I missed your awesome gladiator matches!" Casey said excitedly.

"We wouldn't have made it without Zeno." Mikey said, lying on the floor as he ate some more of the alien slugs that he had snagged from their cell.

"One piece down, two more to go." April stated, putting some optimism in their situation.

"Hey, Professor Honeycutt," Donnie spoke up, getting Fugitoid's attention, "Zeno told us there were Triceratons not aligned with the Empire. Do you have any idea where we could find them? They might be of aid to us and our cause."

"But what about the rest of the Black Hole pieces?" Leo questioned. "Where are we gonna find those?"

"Not to worry." Honeycutt told them. "I believe I have an idea where we can find them both."

Mikey jumped up while still chewing. "That calls for... for a booya... booya-" He didn't get to finish as Fugitoid shoved him aside.

"BOOYAKASHA!"

**Finally done. Just to let you guys know, there was this weird thing going on with chapter 6 where the content of that chapter was replaced with the unfinished content from this chapter. I greatly apologize for any confusion as I have fixed that error. Hope you enjoyed this and I will see you all later!**


	8. The War for Dimension X

**Hey, guys! I'm back! I'm still alive! So sorry this took so long, so I hope you enjoy this chapter.**

Chapter 8: The War For Dimension X

Mona Lisa gave a low, subtle growl as she stood by Sal Commander. Never in a millennia would she ever had even considered asking _these _vile creatures for help. But then again, with the threat of the Triceratons, they would need as many allies as they could get. They knew they couldn't go to the Republic, as they didn't seem to have any intention of entering this war unless forced, even if some of them were sympathetic to their cause such as the Jedi.

"We share a mutual enemy." Sal Commander began before he pressed a small button on his wrist gauntlet, displaying a hologram of the Triceraton symbol. "The Triceratons are formidable, and should they acquire the Heart of Darkness, they could potentially destroy and conquer the entire universe! They are not unbeatable, however. If we were to combine the forces of our two races and perhaps get the Republic on our side, we could eradicate them from the galaxy."

"You'll find it valuable to have great warriors like the Salamandrians on your side." Mona Lisa stated, stepping forward. "You will also find it beneficial to have the Republic protecting you as well."

"WHAT?! ARE YOU PEOPLE CRAZY?!" Kraang Sub-Prime shouted on his hovercraft. "We Kraang invade other planets for one reason! To get _away _from the Triceratons! Not fight 'em!"

The two Salamandrians, with the permission of their superiors, had traveled to Dimension X to seek out the aid of the Kraang, not just for having a shared foe of the Triceraton Empire, but for also being the ones to use the Heart of Darkness on the Triceraton Homeworld during their war, so it only seemed logical forge an alliance at this meeting, which was why Sub-Prime was being escorted by several Kraang droids and even a few Bio-Droids. However, due to Sub-Prime's reaction to the proposal, an alliance seemed unlikely.

"By avoiding the fight, you bring dishonor to your species!" Mona Lisa growled, drawing her sword and holding it at Sub-Prime's face.

"'Cause that's the Kraang's main concern, 'honor'. Puh-lease!" Sub-Prime remarked sarcastically, brushing Mona's sword aside with his tentacle. "Have you seen the Triceratons?! Those guys are huge! My advice, sister, get as far away from them as possible and find a nice planet to mutate."

Mona Lisa snarled angrily, but Sal Commander placed a hand on her shoulder, holding her back. "You disgust me you soft, pink coward!" She said furiously.

Sub-Prime put a tentacle to his scarred lips. "Hmm, I wonder if I can live with that." He mockingly pondered. "Why yes! I think I can!" He then turned and began to hover away.

Of course, the two Salamandrians knew what to expect when it came to the Kraang. The Kraang themselves were always deceitful and cowardly, but that didn't make Mona Lisa any less angry.

"Come, Y'Gythgba, we'll find others." Sal Commander said reassuringly.

"Perhaps we could try request aid from the Republic once more." Mona Lisa suggested. "Or we could ally ourselves with the Turtles again."

At the very mention of the Turtles, Sub-Prime's eyes widened before he immediately turned around in anger. "What?!" He exclaimed. "An ally of the Turtles is an enemy of the Kraang!"

Immediately, all the Kraang droids and Bio-Droids aimed their blasters at the Salamandrian warriors. Mona and Sal also drew their swords and blasters as they got ready to fight back. However, any chance of victory for them fell when several Kraang scout ships surrounded them.

"So I have this incredible place where you guys can all hang out and talk about honor and courage and stuff." Kraang Sub-Prime said, smirking evilly. "It's called 'my dungeon'!"

He then laughed gleefully as Mona Lisa and Sal Commander growled, laying their weapons on the ground and putting their hands over their heads in surrender.

* * *

The Ulixius hovered in orbit around the forest moon of Endor as the stealth shuttle detached itself from the main ship. The Turtles each hand their space suits on as the Fugitoid piloted the shuttle.

"Okay, focus guys, this stuff is basic." Donnie attempted to explain.

"Donnie, are you seriously trying to explain black holes to us, including Mikey of all people?" Raph questioned in a rhetorically joking tone. "It's a waste of time!"

"Whatever, I can do science stuff." Mikey stated. "I'm great at dancing 'the robot'."

"The robot dance isn't science, Mikey." Leo told him.

"It is when I do it." Mikey smirked as he began to dance the robot while in his chair. "Beep-bop, boop-bop-beep-bop."

"Speaking as a droid, that's actually pretty good." Honeycutt complimented.

"Black holes suck in everything." Donnie explained. "Not even light can escape a black hole's gravitational singularity."

"Why not?" Mikey questioned, still doing the robot.

"Because their infinitely dense." The purple clad turtle answered.

"So they're just like you, Mikey." Raph remarked.

The whole crew, including Mikey himself, laughed at that. "Good one." Fugitoid said, chuckling.

"I don't get it." Mikey said, completely clueless, and causing the others to roll their eyes.

"We don't even really need to know all the complicated sciency stuff about it." Raph stated. "Since we're gonna get the other pieces of the Black Hole generator, we won't have to worry about seeing another one."

"But we only have the one we stole from the Triceraton Mothership." Donnie said. "And we only found them in the first place because we tracked them. I doubt they'll make the same mistake with the other pieces."

"Which is why we're going to Dimension X." Leo stated. "To see the Utrom and hopefully get them to tell us where the next two pieces are."

"So, Fugi-dude, why do you think the Oolong will help us?" Mikey asked, mispronouncing Utrom.

"_Utrom_, Michelangelo." Fugitoid corrected. "And I believe they will help us because the Utrom were the ones who originally seperated the Black Hole generator and scattered the fragments across the galaxy to keep them safe." Fugitoid replied. "And they might know where the Triceratons that left the Empire are hiding."

"I'm still a little skeptical on this, though." Leo stated.

"Why, bro?" Mikey questioned. "There are good Triceratons out there. In fact, we wouldn't be here if it weren't for Zeno."

"I'm not doubting that." Leo replied. "It's just... just because they left the Triceraton Empire that doesn't mean they'll automatically be willing to help us. For all we know, they might have just given up fighting all together, maybe even become pacifists."

"'Pacifist Triceratons'." Raph repeated in disbelief. "Never thought I'd hear those two words go together."

"Well we won't know until we try." Honeycutt said. "With the threat we face, we will need all the help we can gather."

"Plus, going to visit the Utrom means we get to go back to Dimension X!" Mikey cheered. "Whoo-hoo! And I get to be smart again!"

"Let's not get too excited, Mikey." Leo advised. "Remember, we're only five or six months in the past, meaning the Kraang are probably still around."

"Eh, I'm sure we can handle it." Raph said nonchalantly.

"I still feel bad about leaving April and Casey behind on the ship to guard the fragment." Donnie said sympathetically. "They seemed pretty mad about it."

"Nah, I'm sure they're over it by now." Mikey dismissed.

* * *

Meanwhile back on the main shuttle, April sat in her station as she stuck her face in a magazine out of boredom while Casey angrily slammed his hockey stick into the ground repeatedly.

Of course, they knew it was important that they stay in order to guard the Black Hole piece, but that didn't mean they were happy about it.

* * *

"Projecting the portal!" Honeycutt announced as he activated the shuttle's built-in portal projector. A small projector-like device then popped out from below the shuttle and shot out a ray that created a small rift in front of the shuttle.

The group could only watch in suspense as the shuttle flew the portal and entered the strange environment of Dimension X. The inky blackness of space was now replaced by a near-disturbing pink void with seemingly several stars in the distance. The entire area was filled with large metallic asteroids that were covered in crystal-like trees.

The shuttle hovered down and landed on one of metal asteroids before the group got out and observed their new surroundings.

"Yes! Back in Dimension X!" Mikey cheered, laughing a bit.

Raph sighed as he put a hand to his helmet. "Am I the only one who's not excited to be back here?" He asked dryly.

Leo and Donnie both shook their heads as they too were less than thrilled to be back in this strange reality.

"Hello, Scatterpillar!" Mikey greeted as a pair of odd living spheres flew by them. He then walked up to a crystal tree. "How's it goin' little squeebles?" He asked joyfully to several small slug-like creatures.

The group quickly turned around at the sound of a roar to see a giant worm-like creature, other wise known as a Kraathatragon Worm, flying straight for them, jaws wide open.

"Hey there, Giant Kraang Worm." Mikey cheerfully greeted, waving his hand while everyone else screamed and clung to each other.

Just then, an even larger creature, a giant rock-like worm, suddenly appeared and nabbed the Kraathatragon in it's jaws before flying away.

"Ah yes, bros." Mikey sighed happily. "The circle of life."

"I hate Dimension X more than I hate space!" Raph growled, causing the others to roll their eyes. Was there anything Raph didn't hate?

"Join the club." Donnie dryly stated. "But the sooner we find the Utrom, the sooner we leave." He then turned towards Honeycutt. "Professor, where do we go?"

The Fugitoid remained silent before he blinked. "Oh! Me? Yes, right." He then shook his head as his eyes began to glitch. "Um, according to my scanners, the Utrom are... uh... this way." He then turned around only to smack right into a crystal tree, causing to fall on his back.

"You okay, Professor?" Leo asked as he tried to help him up.

"No-not exactly." Fugitoid replied as he continued to glitch out. "Dimension X is currently muh-messing with my scaaa-sca-scanners."

"Can you fix him, Donnie?" Raph asked, turning to his smart brother.

"If I tried, I'd risk exposing his organic brain to Dimension X's toxic environment and end up accidentally killing him." Donnie replied. "I'm sorry, but I'm afraid theres nothing I can do."

"Well I got your answer right here, dog!" Mikey said eagerly before he threw down a smoke bomb that encompassed him in a thick cloud of purple smoke. As the smoke dissipated, he now wore two purple straps on his chest carrying crystals as well on his belt along with a makeshift oxygen converter. His arms were tied with severed Kraang tentacles and he appeared to have a helmet that looked strangely like a Kraang skull.

Raph put a hand to his helmet as he closed his eyes. "Calm down, Raph. You knew this was coming." He muttered to himself, taking in slow deep breaths.

"That's right, bros! Savage Mikey returns ya'll!" Mikey, now Savage Mikey, cheered.

"Don't worry! Savage Mikey's got this, dude!" Savage Mikey said before he grabbed a squeeble and used it like a grappling hook to get on top of one of the crystal trees. "Follow me!"

The group looked to each and simply shrugged before they began to follow the savage orange clad turtle. They sort of knew this was coming, but seeing Mikey actually being smart would still take some getting used to.

However as they went, they failed to notice a small, silver pod follow them.

* * *

After catching up, Savage Mikey continued to swing and jump from one spot to another like a wild monkey while the others tried to follow. It wasn't actually that hard as the outlandish physics of Dimension X made it surprisingly easy to traverse the void.

"Dimension X tip number twenty-three," Savage Mikey began as he landed on a metal asteroid, "never put a mushro-pod between your toes, it could try to eat them! I learned that one the hard way."

"Mikey, why would we put anything from Dimension X between our toes?" Donnie questioned irritably.

The group continued to bound across the seemingly endless field of metal asteroids before Savage Mikey suddenly came to a stop. Leo, Donnie, and Raph didn't have much time to react to this as they fell into a small pile.

"Mikey, why'd you stop?!" Leo angrily questioned as they got up while the Fugitoid caught up with them.

"Because we're here." Mikey stated, gesturing behind him, towards apparently nothing.

"What?" Raph said as the others looked around in confusion. "But there's nothing here!"

"Exactly, Raph! That's the point!" Savage Mikey replied as-a-matter-of-factly. "You know for ninjas, I'm surprised you guys didn't catch on already." He then bent down and picked up a random rock before he threw it into the apparent void, only for the rock to suddenly go through a seemingly invisible wall.

"A cloaking dome!" Honeycutt exclaimed in realization. "Brilliant!"

Without a word, Savage Mikey back-flipped into the dome, disappearing behind the cloaked force-field. The others quickly followed, jumping through the invisible dome and clumsily landing in a small pile on a large metallic asteroid.

As they got up, they couldn't help but admire the base. The headquarters itself was a large dome-shaped structure with several blue highlights on it and a few spikes coming out of it.

"Whoa. Now that's a headquarters!" Donnie admired, considering it was almost twice the size of any Kraang base they had seen so far.

However, as they admired the base, several droids suddenly uncloaked themselves from around the group, their blasters armed and ready. They looked almost identical to the Kraang, except their outer shells were white instead of blue, and they're highlights were a light cyan color as opposed to neon pink.

"The Kraang?!" Raph exclaimed, reaching for his laser sais.

"No, wait! Look at their suits!" Savage Mikey pointed out. "Their similar and yet different."

"Then these must be Utrom." Leo said as they readied themselves for battle.

But just as they were ready to fight their way out, a familiar Utrom suddenly uncloaked carrying a large bazooka-like weapon. This Utrom instead wearing a human disguise with a black suit and sunglasses.

"Who are you?!" The lead Utrom demanded. "How did you find our secret base?! And why did you throw a rock at my head?!" He then held up the pebble that Mikey had thrown in earlier.

"That was my fault! Sorry." Savage Mikey apologized, smiling sheepishly.

"It's Bishop!" Leo voiced in surprise. "But how come he doesn't recognize us?"

"We're in the past, remember?" Donnie reminded him. "He hasn't met us yet."

Honeycutt, sensing the growing tension between them, quickly stepped forward. "Bishop! Good to see you, old friend!" He said as he held up robotic his hand with his index and pinky fingers extended. Bishop seemed a bit surprised before he before he returned the same gesture. The two then touched their index and pinky fingers together before turning their hands and finishing with a fist bump.

"Professor Honeycutt, good to see _you_!" Bishop greeted with a smile, recognizing his old friend. "Despite your... strange robotic body and your very large head."

"Thank you, I think." Fugitoid said. "But I need the attention of the full Utrom council, please." He then said seriously.

"Anything for you, Zayton." Bishop replied before gesturing to the entrance of the Utrom base. "Right this way."

* * *

As Bishop lead the Turtles and Honeycutt into the Utrom base, Leo, Donnie, and Raph had taken off their space suits in exchange for a three special neck-collar devices that would enable them to breathe normally while Mikey still kept his savage gear on.

"Dudes, those neck-breathing-thingies you got on are cool." Mikey said to his brothers.

"Then why don't you have one?" Donnie asked him.

Mikey simply shrugged. "I like being Savage Mikey."

"Guys, sshh!" Leo shushed them as they entered a large meeting chamber that was lit with light blue lights, and at the center of the room was a large table with three other figures waiting for them.

"Professor and Turtles," Bishop announced, "allow me to present to you the Sacred High Council of the Utrom. Pawn, Rook, Queen, and King."

Pawn was a simple Utrom with a regular Utrom body, only his strangely had a French mustache attached to his robotic face. Rook's robotic body resembled that of a teenage girl with blue hair, pale near-white skin, and grayish-whitish clothes along with white glasses. Queen's outer body had the appearance of a middle-aged woman with white clothes and hair. King's body had mostly the same appearance as Bishop, only his body looked older with grey hair, a small beard, and a white suit. However, what was truly strange was that not only were the Council members named after chess pieces, but they were also missing the knight.

"Whoa. Rook and Queen look just like Irma and Miss Campbell." Mikey whispered to the others, who nodded in agreement.

Queen stood up from her chair. "The High Council acknowledges the arrival of the Professor and the Turtles."

Fugitoid was the first to bow respectfully before the Turtles bowed with him. "Thank you for having an audience with us." Honeycutt thanked as they sat down on a set of chairs that appeared beneath them. "Great Utrom Council, these Turtles are protectors of Earth. They have battled against the Kraang and are worthy of your aid."

"The Utrom are already aware of these mutants and all the good they have done for the planet Earth." King replied, much to the Turtles' surprise as Bishop sat down in his chair.

"So why didn't help us before?" Raph questioned. "They've been on our planet for millions of years and nearly mutated it twice! Where were you when that all happened?"

"Because Earthlings cannot always be trusted, you are an irrational species." Rook stated, adjusting her glasses.

"Well, your not wrong in that sense." Leo spoke up, remembering certain people like Chris Bradford, Dr. Falco, and even the Shredder. "But there are good people out there."

"We do not doubt that, for we have seen a sense of nobleness in humanity." King acknowledged. "And as such, you deserve to know the truth about the Utrom."

He then pressed a button on the table and a small projector opened up at the center of the table, displaying a three-dimensional hologram for the group to see.

"For millions of nextons, the Utrom all had free will and individual personalities. We were a peaceful race," Queen began as the hologram displayed an image of the Utrom living in peace on their home of Dimension X before the image shifted to a rather suspicious looking Utrom holding a canister of mutagen in his tentacles. "but then, one day, an Utrom scientist by the name of Kraang discovered the mutagen of the Kraathatrogon worm. After much experimentation, Kraang tested it on himself, creating Kraang Prime and becoming deranged and insane in the process." She continued as the hologram shifted to an image of Kraang Prime commanding hundreds of Kraang soldiers. "Using his newly gained psychic powers, he overcame the minds of millions of Utrom, turning them into slave copies of himself! And so the Kraang were born."

The hologram then faded as the group looked in surprise and even sympathy. The Kraang were never truly hostile, the real evil was Kraang Prime who brainwashed millions of his own kind into becoming his own mindless drones.

"That does explain their hive mind." Donnie stated. "And we're truly sorry for what happened to your species."

"You have nothing to apologize for." Queen assured. "If anything, we should apologize for not dealing with Prime sooner."

"There were many Utrom that resisted Prime's control. But now less than one hundred exist." Bishop said, much to the group's shock and alarm.

"What happened to your race is a great tragedy," Honeycutt told the council, "but perhaps you can help us avoid another one. The Triceratons are after the pieces of the Black Hole generator and will stop at nothing to find them all. We were able to acquire one of the pieces of the Black Hole generator, but we need the others if we are to save Earth."

The Utrom Council was not expecting to hear those words at all. "You found one of the pieces?!" King questioned in shock as Pawn's body began to glitch up before falling out of his seat out of pure alarm.

"No one should have such destructive power!" Rook stated. "We took great pains to hide them in the safest parts of the galaxy!"

"'Safest'?!" Leo repeated, standing up from his chair. "The first piece corrupted the entire race of Aeons! In fact, the entire planet itself was just as corrupt!"

"What?!" Bishop questioned.

"How can this be?!" King said.

"Impossible!" Queen stated.

"No way!" Rook exclaimed.

"Sacreb-b-b-bleu!" Pawn glitched.

Honeycutt, sensing the growing tension within the council, stood up from his chair. "Great Utrom Council, I have a plan to destroy the generator once and for all! But it requires your aid." He said.

"Impossible!" Pawn stated, getting back into his chair. "Zee Heart of Darkness cannot be destroyed!"

"Utrom!" King spoke up, getting everyone's attention. "We must discuss this urgent news."

Several minutes went by as the five members of the Utrom council huddled together to discuss what their next move would be as the Turtles and Professor Honeycutt sat at the table waiting for their response.

The discussion then appeared to end as they turned back to the group. "The High Council has reached a final decision." Queen announced.

"Great!" Leo smiled as everyone else held their hopes high.

"We're officially opening discussions on aiding you on your mission." King said. "The debate shall last for the next one hundred nextons."

This decision did not sit well at all the group as they reeled in shock and a bit of anger. "What?!" Raph exclaimed, shooting up from his chair. "But we need your help _now! _Not one-hundred whatever-ons from now!"

Leo also stood up from his chair. "High Council, please," He said, trying to sound more diplomatic, but unable to hide the desperation in his voice, "We understand you have a certain process, but this can't wait! We've come from the future, six months in the future. And the Triceratons _do _find all of the pieces and destroy the Earth! We saw it happen!"

"And it won't stop there!" Donnie added, standing up from his chair as well. "With the generator, they'll have the power to destroy anyone who gets in their way! It's not just Earth, but the whole universe is at stake!"

The entire High Council was taken aback by this news. "The Triceratons find all of the pieces?!" Bishop questioned. "Are you certain of this?!"

The whole group nodded their heads in confirmation.

"It is not just the Black Hole Generator either." Honeycutt added. "We have also heard of a group of Triceratons that have defected from the Empire that may be potential allies. Surely you may know where to find them."

The Utrom Council looked to each other, seeming a little hesitant on what to do as they took in this information.

"Oolog!" Mikey spoke up (mispronouncing Utrom again), standing on the table. "That Black Hole thingy is the only chance we have! You've gotta help us!" He then got on his knees. "Pleeeeaaasssse!" He pleaded, giving his best puppy-dog eyes.

The Utrom Council looked upon the group and they could see the desperation in their eyes. They could tell that they wouldn't take this route if they had no other choice. After all, it was thanks to the Turtles and their allies that the Kraang were beaten back and the Utrom had a chance at survival. Perhaps they did deserve this after all they had endured.

"Perhaps we can-" Queen was suddenly interrupted as multiple triangular Kraang portals opened up all around the chamber. The Turtles were immediately on guard, drawing their weapons as several Kraang droids exited the portals with readied blasters.

And coming out from one of the portals was none other than Kraang Subprime himself. "So the long-hidden Utrom base revealed to us by none other than those miserable Turtles. How awesome has Kraang Subprime's day gotten?!" He cackled before the other Kraang droids immediately opened fire.

As the other three turtles went around slashing and bashing every Kraang in sight, Mikey lunged forward with his kusarigama, giving his titular 'savage yell' while flailing his weapons around, slashing every Kraang in his sight.

"Enough with the savage yells!" Raph shouted as he tackled a Kraang, stabbing it with his sais.

"Don't diss my sweet yell before you try it!" Mikey replied.

Meanwhile, Kraang Subprime leaped on top of the table, right above Queen as he aimed his arm-blaster at her. But King quickly came in, grabbing Subprime's arm and throwing him over his shoulder, causing Subprime to crash into a couple of Kraang droids.

However, as Subprime got up, he was quickly kicked aside by Bishop. "How I have waited for this, Subprime!" He stated, glaring at Subprime as he glared back.

"You stole my body!" Rook said, charging towards Subprime. "It was my creation!" She then lunged for Subprime, but the Kraang second-in-command extended his right hand to catch her by the face.

"Aw, my heart bleeds for ya." Kraang Subprime said sarcastically before using Rook's body as a club to bash King aside before throwing Rook at the incoming Bishop.

Pawn found himself cornered by a Bio-Droid, but Queen was quick to come to his aid as she jumped onto a nearby wall before leaping forward and kicking the Bio-Droid, knocking it off it's feet. However, before she could react, Subprime shot an electrical charge from his blaster arm at her, causing Queen's body to short-circuit.

Queen's body collapsed to the ground, sparking and twitching as she crawled out in her natural Utrom body. She tried to crawl away, but Subprime quickly grabbed her by the tentacles before she could escape.

"Let me go, Subprime!" She said as she was lifted into the air.

"Queen!" King shouted, getting up.

"So long, morons!" Subprime cackled as he activated another portal. "I'll be taking this as a parting gift!" He then ran through the portal, taking Queen with him along with his remaining Kraang droids.

"Let's go dudes!" Mikey said, kicking down a Bio-Droid before running into the portal, followed by Raph. Leo and Donnie also tried to follow, but the portal closed before they could enter.

"No!" Leo cried.

"Mikey! Raph!" Donnie exclaimed.

* * *

Back at the Kraang's Sub-Command Center, Kraang Subprime stepped out of the portal with the remainder of his soldiers while carrying Queen in his arms.

"I think you'll like our accommodations, your majesty." Subprime gloated smugly. "And by 'like', I mean you will totally _hate!_" Subprime laughed, not noticing Raph and Mikey as they came tumbling out through the portal just as it closed behind them.

Hearing the disturbance, one of the Kraang droids was about to turn around to investigate. Seeing this, Mikey quickly grabbed Raph and hid around the corner of the hallway as the Kraang droid looked around before turning back.

Once they believed Subprime was out of ear-shot, the two turtles peeked out from around the corner. "Thanks, bro." Raph said before he ran down the hallway. "Come on, stay close."

Mikey nodded before following his hot-tempered brother down the hallway. The two silently ran down the metal corridor, making several turns before coming to a stop at a prison hall, having completely the Subprime's trail.

"Where'd they go?" Mikey questioned as he looked around, even peeking into some of the prison cells, only to find nothing.

Raph gave a groan of irritation. "How did we lose them already?!" He questioned, throwing his arms up in frustration.

"I would know such fury anywhere." A familiar voice said from one of the cells. The two turtles looked over to the cell and were surprised to see an all to familiar face on the other side. "Raphael!" Mona Lisa said, peering through the glass window of the cell door.

The red clad turtle gave an audible gasp as hearts formed in his eyes. "Mona... Lisa...?" He breathed.

Mikey looked back and forth between them before a smirk came onto his face. "Oh, Raphie, it's your girlfr-" Mikey didn't get the chance to finish as Raph zoomed past him and began stabbing the lock panel with his sai.

"Dude, keep it down! They'll hear you!" Mikey hissed as he tried to ease his brother.

Thankfully, Mikey managed to calm Raph down as the door finally slid open.

"What are you doing here?" Raph questioned breathlessly. "I thought I'd never see you again!"

Mona Lisa smiled before picking him up and began to deliver a 'nose-kiss', much to Raph's delight.

Mikey, however, was not amused by this as he quickly got between them. "C'mon, people, no time for kissy-face!" He stated. "We're on a mission to rescue the Utrom queen, remember?"

"Utrom queen?!" Sal Commander questioned stepping forward. "The Utrom and the Kraang are one and the same!"

"We thought they could be trusted, but instead they turned on us." Mona Lisa added.

Mikey quickly looked to the right and just barely made out the shadows of incoming Kraang patrol guards that were coming around the corner. "Hide!" He hissed as he pushed them all into the back of the holding cell and closing the door behind them. The group remained silent until the patrol droids passed by.

"The Kraang and the Utrom aren't the same, Sal Commander." Mikey tried to explain. "The Kraang are all just slaves to Kraang Prime. The Utrom are the good guys. Trust me on that!" He then turned away from the window. "Besides, we only work with the good guys." He stated, planting his hands on his hips.

"Good Kraang?" Sal Commander questioned with skepticism. "You expect us to believe such a thing?"

"We tried to trust the Kraang and it landed us in prison." Mona stated. "How can we trust the Utrom?"

Deciding not to ask why they would even think of going to the Kraang in the first place, Raph stepped forward, his face soft and yet almost pleading. "I was skeptical at first too, Mona." Raph told her. "But the Utrom helped us. They even warned us about the Triceratons in the first place."

Mona Lisa and Sal Commander glanced towards each other, questionably expressions of their faces. Their friends did make some valid points, but they were still a bit skeptical about the whole thing.

* * *

Meanwhile, in the main interrogation room of the sub-command center, Queen was tied down to a small table with her tentacles strapped down, making her unable to move. Two Kraang guards stood by her as guards, standing like solid statues.

"You pathetic Utrom are nearly extinct, while we Kraang are totally awesome!" Kraang Subprime gloated as he floated around her on his hover pod. "Have I mentioned that your tiara is lame and not awesome?" He questioned, gesturing to the small silver tiara on Queen's squishy head. "Because it is!"

Queen, however, put on a bold face. "My forces are on their way as we speak!" She said in defiance. "They will rescue me and destroy your little hiding place!"

"Ooh, look at you. You got real serious, didn't ya?" Subprime mocked. "Whatever! Like we're scared of a few measly Utrom." He then hovered to the two Kraang guards. "You idiots stay on look-out, ya got me? No one gets in, no one gets out."

"Affirmative, Kraang Subprime. That which is known as the look-out Kraang will stay." One of the guards replied.

Subprime then turned back to Queen, looming over her like an ominous shadow. "Now, Queeny, you're gonna start spilling your Utrom secrets! Understand?!" He threatened, taking out an electric baton and activating it, holding the sparking prod just inches from her face.

Queen's bold demenor quickly began to falter as the feeling of dread set in.

* * *

Back at the Utrom Base, the remaining High Council was still discussing things out while Leo, Donnie, and Fugitoid were growing rather impatient.

"I move we initiate Parliamentary Procedure 43-269!" Rook stated.

"Are you guys serious, right now?!" Leo questioned, marching over to them. "Your queen was just kidnapped and two of our brothers are missing! No more discussions! We need action!"

"No discussion." King stated, his voice firm. "Parliamentary Procedure 43-296 is all out war!"

Bishop then turned to one of the chamber entrances. "Utrom, prepare!" Bishop ordered.

With that declaration, the doors to the chamber slid open as about a dozen Utrom droids entered the chamber.

"Whoa! Now we're talking! Yeah!" Leo exclaimed as he looked at the small battalion in amazement. He then turned to the Utrom council. "So where's the rest of them?"

Bishop raised a hand to his mouth, giving a not-so-subtle cough, indicating that this was all they had. This immediately began to worry the group as Fugitoid walked over to the Utrom Council.

"Now might be a good time to tell us where the Black Hole generator fragments are located." He requested. "Just in case... you know... something happens."

"Fight by our side, survive this siege, and we shall see." King stated, sounding almost ominous.

* * *

Back at the Kraang's Sub-Command Center, Sal Commander waited for the coast to be clear as he peered out the window through the cell they were in.

"So, are you guys gonna help us save the Queen or what?" Mikey asked, stepping forward.

"As I said, we shall not aid the Kraang!" Sal Commander stated stubbornly.

"And as I've said, the Utrom are not like the Kraang!" Mikey retorted, losing his patience. He then took in a deep breath. "You don't trust them, we get that. But the Kraang are evil, and the Utrom aren't!"

Raph then turned towards Mona, his face soft and almost pleading. "Mona, I wouldn't do anything to hurt you. You know that, right?"

Mona's face softened as well as she looked away a bit before she nodded.

"Then trust us when we say that these are good Kraang." Raph said, almost begging. "Please."

Mona gazed at her love, she could see the desperation in his eyes. It almost made her heart ache. She wanted to believe him, but was still a little skeptical. However, she knew that even if she didn't have feelings for Raph, he and his friends had earned her respect. "I doubted them before, Commander, even when you insisted otherwise. But now I trust Raphael with my life." She said, a slight smile on her lips. "I believe him." She said, placing a hand on Raph's shoulder.

Raph and Mikey smiled back in response. They then looked to Sal Commander with looks of expectation. The Commander knew he had some justified mistrust of the Kraang, but he trusted the Turtles and their companions. If they say that the Utrom are different, then perhaps they are. So, with a reluctant sigh, Sal Commander nodded.

"Yeah, boy!" Mikey cheered, but then he turned to see Raph and Mona engaging in 'kissy-nose' again, much to their annoyance.  
"What's with you two?" He questioned, but the two simply ignored him, causing Mikey and Sal to simultaneously face-palm.

* * *

Queen glared defiantly at the hovering Kraang Subprime as he gripped the electric prod in his mechanical claw. "Alright, Queen." Subprime snarled. "Your gonna tell me everything you know about the Black Hole generator!"

"Never!" Queen retorted without hesitation. "I'll never tell!"

Kraang Subprime growled. "Then it's time for a little torture!"

However, before Subprime could even do anything, Mikey suddenly came in with a round-house kick to knock the hovering Subprime away while Raph stabbed one of guarding Kraang droids in the head.

"I can't believe I'm saving a Kraang!" Sal Commander said as he ripped the head off of another Kraang guard and tossing it aside before tearing off Queen's restraints. He then gently picked up Queen and placed her on his shoulder.

"It's the four of us against one of you, Subprime!" Raph stated as he twirled his sais in his hands while Mona aimed her blaster at him.

"Ooh, oh! I'm so scared! Look at me, I'm trembling! I'm quivering!" Subprime said sarcastically as he pressed a button on his prosthetic tentacle. Once he pressed it, a large hole slid open at the center of the room, where a massive hulking creature that looked like a two-headed metal dragon climbed into the room.

"Not really." Subprime grinned as he hovered up to the robotic dragon. "'Cause I've got me a Draco-Droid!"

Said Draco-Droid gave a loud roar at the group before shooting purple lightning from it's mouths, forcing the group to scatter. Sal Commander rushed forward and jumped onto one of the Draco-Droid's heads, causing to the thrash around wildly and keeping it distracted while Mona ran around the room firing her wrist-mounted blaster at it.

Mikey meanwhile, ran around the huge metallic monstrosity as he threw several of his explosive crystal shards at it's hull. However, the make-shift grenades barely left a dent in the metal. Raph then jumped on top of the Draco-Droid's second head as he tried to stab it with his sais, however, they barely left a scratch.

Sal Commander was forced to jump off of the head he was hanging on due to the Draco-Droid's furious thrashing while the left head tried shook Raph off before firing more lightning at him. As the right head snarled at Sal, getting ready to lunge at him, Mikey immediately leapt in front as a savage yell erupted from his throat, miraculously distorting the robotic-creature. However, the left head quickly grabbed Raph's leg in it's jaws before flinging him into Mikey, stopping the screeching. Mona slashed at the mechanical monstrosity with her sword, only for it to smack her into the group.

"I've always wanted to see a turtle get eaten by a Draco-Droid." Subprime said sadistically as the group found themselves backed into a small corner of the room while the Draco-Droid loomed over them.

However, before anyone could do anything, a large beam of cyan energy blasted through the wall and hitting both Subprime and the Draco-Droid in the side, sending them crashing into the wall.

The group was rather startled and confused as they looked over to a large, smoldering, gaping hole in the hole on the other side of the room. They then ran up to hole and peered outside and nearly gasped as down below them was at least two hundred armed Utrom, including Bishop, Rook, Pawn, and even King, accompanied by a few large tanks. But it wasn't just them, Leo, Donnie, and Fugitoid were down there with them.

"Hey guys!" Leo called out with a smile, giving a thumbs up. "Need a little help?!"

"Utrom...?" Sal questioned in surprise before a small smile came to his face. Never in his life had he been so happy to be wrong.

"I knew my Utrom would find us!" Queen said in joy.

"That's right!" Mikey stated. "You can always trust a turtle and the _good_ Kraang to pull through!"

Meanwhile, Kraang Subprime was able to collect himself as the Draco-Droid recovered as well. "Draco-Droid, do what you do best!" He ordered.

The Draco-Droid activated it's jet-like wings, hovering into the air before blasting purple lightning from both of it's mouths, causing a massive explosion as it flew out, while also blasting the five of them out and sending them falling.

Raph quickly whipped out his grappling hook and fired it at the top of the Sub-command center. He quickly caught Mona in his arms as he swung her and himself to safety. Sal Commander, however, continued to fall with Queen on his back. Thankfully, Mikey, who had already used a squeeble to swing himself, pulled out a second one to catch Sal before he and Queen hit the ground, allowing them to crash into the side of an Utrom canon. Luckily, a pair of Utrom droids helped Sal up and took Queen before carrying her to safety.

With nothing else needed to be said, several Kraang droids and Bio-Droids came swarming out from the base, along with several flying Kraang, all firing their blasters.

"ATTACK!" King declared as the entire Utrom battalion, along with Leo and Donnie, charged forward, firing back at the incoming Kraang. Honeycutt, Bishop and Rook fired their own blasters at several nearby Kraang droids as they hung near the ends of the battle-field with the rest of the battalion. Leo charged forward, swords blazing, cutting down every Kraang droid in his sights while Donnie jumped up on top of a Bio-Droid and impaled it with his naginata blade. Pulling his staff out of the destroyed Bio-Droid, Donnie quickly spun around and bashed aside a trio of Kraang droids with his staff.

Mona swung her tail to knock down one Kraang droid before blasting another with her wrist-mounted laser while Raph impaled another with his sais. Mikey ensnared two Kraang droids with his squeebles and slammed them into each other. Two other tried to ambush him from behind, but Sal Commander quickly grabbed the two Kraang by the heads and bashed them together.

"Nice work, Sal!" Mikey complimented before he flipped towards some other Kraang. "BOOYAKASHA!"

Sal couldn't hold back the amused smile that across his lips. "Booyakasha indeed, Michelangelo." He said before charging at a group of Kraang.

Meanwhile, Kraang Subprime has managed to quickly get to his personal massive robotic exoskeleton as he looked out of the hole in the wall, he peered down to see the horrible state most of his forces were in. The Utrom had far more fire power than they were expecting and were currently decimating the Kraang with the aid of the Turtles. Even the Bio-Droids were having trouble fighting back as they each of them were either cut down by the Turtles are blasted by the Utrom.

"This has gotta be the most pathetic sight ever." Subprime muttered to himself before being blasted in the back by Bishop, who had climbed up to the hole along with King, sending Subprime falling out off the ledge. Luckily for him, he was able to catch himself along a long spike just below him. Subprime growled in anger and glared at the two Utrom high councilors as they came charging towards him.

"It pains me how far you have fallen, Knight." King said, addressing Subprime by his former Utrom name as he jumped to avoid a slash from one of Subprime's buzz-saws before he delivered multiple airborne kicks to Subprime's head unit.

"That name means nothing to me!" Subprime shouted, enraged at being called his former name as he batted King aside, knocking him off the edge. "I am now Kraang Subprime!" He stated as he attacked Bishop, forcing him to block his attacks with his bazooka. After Bishop parried another buzz-saw attack, Subprime quickly punched Bishop across the face, sending him tumbling across the spike.

Subprime laughed as he loomed over Bishop, ready to deliver the final blow when Bishop suddenly held up his bazooka and blasted Subprime's robotic head off. Subprime staggered back before he managed to balance himself. He growled as he whipped out both of his buzz-saws before lunging forward as Bishop readied his bazooka.

Down below, things were not looking quite well for the Utrom as more Kraang just kept coming, and they were starting to get overwhelmed. An explosion from a Kraang rocket launcher knocked over a massive Utrom laser-canon. More Kraang were soon in the area and began firing on the Utrom, frocing them to take cover.

Honeycutt, Pawn, and Rook quickly took cover behind a downed Utrom laser canon as they kept their heads down to keep from being shot. "Uh, this might not seem like a good time... but about those Black Hole generator fragments?" Fugitoid spoke up, trying to speak up over the incredibly loud blaster fire.

"This may be our last stand." Pawn replied, his robotic voice dripping with dread and despair. "If this really is the end, then I suppose I must tell you, Professor. The next piece of the generator is-" He was cut off when a random blaster bolt hit him in the head, blowing it clean off.

"Oh, that's always the way, isn't it?!" Fugitoid exclaimed in frustration as Rook's Utrom body crawled out.

Rook placed a hand on Honeycutt's shoulder. "Rest assured, Professor," She said. "We will prevail in this battle!" She then stood up, her blaster ready. "For now, let us fight!"

Honeycutt gave a silent heavy sigh. "Yes, let us fight!" He then stood up with Rook as he pulled out a set of duel blaster pistols from his wrists before they charged forward with the rest of the Utrom, guns literally blazing.

Elsewhere, Raph and Mona jumped off of a high ledge on the Kraang base, landing on the Draco-Droids back, Raph landing on the left head and Mona landing on the right wing. The right head turned towards Raph, trying to blast him lightning, but luckily he managed to narrowly avoid it. Mona jumped from the wing she had landed on and fired at it's mouth with her wrist-mounted blaster before grabbing it's neck, flipping into the air and landing on it's head.

"You've learned some new moves since I last saw you." Raph complimented her as the Draco-Droid flew upside down, trying to shake them off.

"I could teach them to you if you want, one-on-one." Mona offered flirtatiously as the Dracro-Droid flew upwards.

"I would _love _that!" Raph said dreamily, hearts in his eyes. However, he was quickly pulled back to reality when the Draco-Droid suddenly shook him off it's head. Thankfully, Raph drove his sais into the mechanical monster's wing before he could fall off.

As he steadied himself, he noticed several flying Kraang droids on the Draco-Droid's left flank. The kraang droids then opened fire, forcing Raph to duck down.

Elsewhere, Bishop leapt forward and tackled Subprime off of the ledge, sending them falling down into a forest of crystal trees. The two landed on a small crystal tree, shattering it to pieces as they landed hard on the ground.

Bishop's human disguise was torn and tattered, revealing parts of his droid body underneath. Kraang Subprime was no better as parts of his exoskeleton was sparking with electricity. Bishop quickly picked up his bazooka as Subprime charged at him, raising his buzz-saws over his head and bringing them down, forcing Bishop to block them with his bazooka.

"You were our greatest hero!" Bishop said, his voice full of betrayal and a trace of anguish. "You were a true brother!"

"Oh, for the love of Kraang!" Subprime said in exasperation, having had heard enough as he pushed Bishop backwards, forcing the bazooka out of his hands as he backed up towards the edge of the metal asteroid. "Everyone hates complete subservience to Kraang Prime until they try it." He said, his arm morphing into a blaster canon as he aimed it at Bishop.

"YOU ARE A TRAITOR, SUBPRIME!" Bishop shouted in anger, rushing forward and grabbing one of the crystal tree shards from the ground. He then used it like a club as he swung it at Subprime's blaster arm, knocking it to the side before treacherous Utrom could get a shot off. "And you will meet a traitor's end." He stated, flipping over Subprime and jabbing the now unstable crystal in the back of Subprime's foot, keeping him in place.

Subprime struggled to pull his foot loose, but to no avail as the crystal exploded. The entire metal asteroid shook as a loud 'BANG' filled the air, followed by a large cloud of black and pink smoke.

Bishop picked up his sun glasses which had fallen off during the fight and put them back on as the dust settled and the smoke cleared with Subprime being no where in sight.

Back in the air, Raph did his best to fight off the flying Kraang droids as three of them landed on the other wing. The Kraang droids then fired it's blaster at him, forcing the red clad turtle barely dodge before he spun around and impaled another flying Kraang coming towards him with his sais. He then flung the limp Kraang droid body towards the other Kraang, knocking down two of them and sending them off the Draco-Droid's back. The third Kraang then lunged towards him, but Raph quickly grabbed it, spun it around and then flung it over the edge.

"I can't hold on much longer!" Mona said, struggling to hold on to the Draco-Droid's head as Raph grabbed an incoming Kraang droid and jammed it's head into one of the wing turbines. The turbine sparked and fizzled before it suddenly exploded, blasting Raph off of the wing and sending falling onto the roof of the Sub-Command center. As Raph got up, he looked up to see Mona yelp as she could barely hold onto the damaged Draco-Droid as it spiraled out of control.

"Mona!" Raph exclaimed.

Mona gritted her teeth and griped the Draco-Droid's head with all her might as it tried to stabilize itself. However, as it flew, it failed to move out of the way of a large metallic structure as it severed one of it's wings, causing an explosion that sent Mona flying.

Raph quickly jumped from ledge-to-ledge, running as fast as he could until he reached the edge of the metal asteroid. He then leapt off of the edge, jumping as he could towards the falling Mona Lisa, his hand outstretched.

He reached out his hand as far as he could and Mona reached out for his. Everything now seemed to be in slow motion as they flew towards each other. They could reach each other, they knew it!

Unfortunately, their hands just slipped by each other, missing each other as Mona continued to fall. Raph, however, had a back-up plan as he pulled out squeeble he had borrowed from Mikey and launched it's elongated towards Mona, catching her and reeling her in just as they crashed into the wall of the Sub-Command center.

The two then sat up, trying to catch their breath. "Heh, maybe Dimension X isn't so bad." Raph commented, trying to add a bit of humor, resulting in Mona smiling at him.

Meanwhile, Leo and King quickly joined Bishop, who was still at the edge where Kraang Subprime had met his supposed demise. "Are you alright my friend?" King inquired.

"Yes." Bishop replied.

Leo looked around a bit. "Where's Subprime?"

"Gone." Bishop said. "Kraang Subprime is finally defeated." He then turned to walk but stumbled a bit.

"Easy now." Leo said as he and King helped Bishop stay on his feet.

"Come, Bishop. You need medical attention." King told him.

However, they didn't get very far as heard the sound of whooshing behind them, followed by an all-too-familiar cackle. They turned around in honest surprise to see Kraang Subprime was still very much alive, although his exoskeleton was heavily damaged and even missing an arm, standing on a hovering scout ship.

"I may be a traitor, but at least I'm not a loser with a totally stupid face!" Subprime cackled as six flying Kraang droids landed next to him.

Leo drew both of his katanas and took a stance while King readied his blaster. However, before another fight could even break out, there was a strange noise that sounded like burning metal. The noise started to get louder and louder as the Kraang droids looked to the right and reeled in shock before flying away.

Confused Subprime turned to see the damaged and out-of-control Draco-Droid heading right for him.

"Aww, give me a Kraanging break." He whined before the Draco-Droid slammed into the scout ship, sending it crashing into the Sub-Command center and causing the entire base to collapse.

With the rallied forces of the Turtles and the Utrom, the Kraang knew they had no other choice but to fall back.

"Kraang! Initiate that which is known as retreat!" One Kraang cried as they tried to flee, while also taking an unconscious Kraang Subprime with them. Several unlucky Kraang were gunned down while the lucky ones managed to make it to the scout ships. While some of the ships managed to successfully get away, others were quickly shot down by the Utrom's laser canons before they could get very far.

With most of the Kraangs forces destroyed and what remained of them retreating, the battle was finally officially over.

"UTROM! UTROM! UTROM!" The Utrom all cheered in victory.

Rook, a newly rebuilt Pawn, and several Utrom soldiers began to escort many captured Kraang droids who had been unlucky enough to be left behind led to several transport ships where they would be freed of the Kraang's influence.

"I must admit, I was wrong about your species." Sal Commander said to Queen as they all gathered together. "There are indeed good Kraang in the ten dimensions."

"You mean Utrom." Donnie corrected.

"Whatever." Sal replied with a slight grumble.

"See? Told ya." Mikey said, playfully nudging his arm with his shoulder.

"Indeed you have." Sal nodded with a small amused smile.

"And I have seen unparalleled bravery today." Queen proudly said to the group. "We are in your debt."

"So does this mean...?" Honeycutt began to ask.

"Indeed it does." King confirmed. "Bishop?"

The aforementioned Utrom stepped forward, pulling out a holoprojector from his suit which displayed a map of the galaxy. On it were three specific points that indicated three different planets.

"You will find the second piece of the Black Hole generator on the ocean planet of Mon Cala. The final fragment is on the volcanic planet Mustafar." Bishop informed. "Also, the Triceraton defectors have settled on the planet Sorgan."

"Triceraton defectors?" Sal Commander asked as the hologram deactivated.

"Basically a bunch of Triceratons that were against the current empire's ideals, so they left." Donnie briefly explained.

Sal Commander put a hand to his chin. "Hmm, seeing how it is possible for there to be good Kraang, I suppose we can't rule out the possibility of good Triceratons as well."

"See what good it is to keep an open mind, Sal?" Mikey asked teasingly, getting an eye-roll from Sal.

"Thank you for your help, Utrom." Leo said to King, Queen, and Bishop. "We're gonna make sure that weapon is finally destroyed, once and for all."

"You shall not be alone either." Sal Commander stated. "Y'Gythgba and I shall return to our home planet and inform our superiors of the situation." He then turned to the Leo, Donnie and Mikey. "Leonardo, Donatello, Michelangelo, from this point forward, you can count the Salamandrians as your allies."

"Thank you, Commander." Leo nodded. "We're gonna need all the help we can get in this fight."

Meanwhile, the Utrom had helped retrieve the Salamandrian fighter from the Kraang holding facility as Mona Lisa made some adjustments to it to see that Kraang hadn't damaged it. As she worked, Raph nervously walked up to her, rubbing his hand.

"So, uh... Mona..." Raph stuttered hesitantly as Mona turned towards him. "Once this whole mess with the Triceratons is finally over... you maybe wanna go out some time?"

"Go out where? To space?" Mona asked, tilting her head slightly in confusion. Raph looked away, averting his eyes from her in slight disappointment. However, Mona slipped her tail underneath his chin, lifting his head up to her as she smiled sweetly at him. "I'll go with you anywhere, Raphael." She said kindly, giving her titular Salamandrian growl.

Almost unbeknownst to them, Leo, Donnie, and Mikey all gathered to see it as Mikey and Donnie had teasing smiles while Leo simply looked confused.

"I totally get mutants and humans, but... alien lizards?" Leo wondered aloud.

"Beauty is in the eye of the beholder, bro." Donnie said with a smile, placing a hand on his shoulder.

"So why is it you still haven't hooked up with April yet?" Leo teased with a smirk, causing the purple clad turtle to lower his eye-lids with a minor blush.

"What are you waiting for?" Mikey called in a teasing voice. "Now's the time for kissy-nose!"

Raph turned and glared at his brothers, his eyes practically on fire as he stepped towards them. However, before he could even get the chance to beat them senseless, Mona wrapped her tail around his waist and pulled him close before bending over and meeting his nose with her's in a soft kiss. Leo, Donnie, and Mikey couldn't help but look on in hilarity as Raph smiled dreamily.

**Done. I hope you all enjoyed this chapter and sorry it took so long as I have a pretty busy life right now. Oh and with the ****coronavirus, stay safe guys. See you later!**

**P.S, I always wondered why there was never an Utrom king, so I added him in there as well.**


End file.
